Songfacts®:

• This soulful post-Katrina track is about the tragedy and its effects in Lil Wayne's home city of New Orleans.
• This features Robin Thicke ("Lost Without U"). The White Soul singer-songwriter previously collaborated with Wayne on "Shooter" which was on Tha Carter II.
• Engineer Andrews "Drew" Correa told Rhapsody about this track: "That record is extremely old. I don't even think Tha Carter II came out when we recorded it, if I'm not mistaken. It was probably recorded like October 2005 at Circle House [in Miami]. I think Robin wanted it for his album. Wayne heard it and was like, 'Man, I love this, I need to use this for something.' I'm actually surprised that record never leaked 'cause that is the oldest record on Tha Carter III. He did that whole record in one take. He was smoking a blunt, and he's like, 'Yo, just play it all the way through and I'mma get all three verses in one shot.' He really felt attached to that record. He's a huge Robin Thicke fan, and it was so deep to him, and he's talking about Katrina. When we were on his tour bus going from venues, he'd be in there jamming that record. When he was working with me, nothing leaked because I carried my own personal drive. I'd record everything to the drive when we were in separate studios and I was the only person who had it. I think when his album started leaking was after I quit working for him [in July 2007] and he started going to different engineers."