Songfacts®:

• This song's working title was "Bright Lights."
• In early 2009, the band went to a cabin in the Pennsylvania Mountains, in an attempt to lay down some tracks for the follow up to their breakout Viva la Cobra album, which they were struggling to put together. Frontman Gabe Saporta explained to MTV News that during that time in the mountains, they worked out the problems they were having with Hot Mess. And that included breaking this song down, and starting from scratch. He explained: " We did it on the road, and it was one of our favorites, but we only had, like, a verse and a chorus - just the parts. But when we put it together in September, I hated it. It made me cringe. And we were like, 'What the f--- is wrong with this song?!' So we had to go to the mountains, sit down and methodically break it down, analyze it. Like, 'OK, why isn't this working? What are we going to do?' We completely rearranged it, and now it flows awesome, and it's my favorite song on the record."
• In this introspective song, Saporta addresses his role as a showman. He explained to Billboard magazine: "I started Cobra with the intention of having it be fun and not heavy, but this album is definitely more revealing on a personal level than any other Cobra record."