Songfacts®:

• On the opening track of her Laurel Hell album, Mitski invites a potential lover to "step carefully into the dark" with her, where she's familiar with moving about in the shadows. The darkness likely represents the music industry, a place the singer thought she had given up in 2019 after years of toiling in the limelight began to affect her mental health - only to return with another album. Her complicated feelings about continuing to pursue her craft are a running theme on the album, where she often uses romantic relationships as a metaphor for her love affair with the industry.
• Mitski told Pitchfork the inspiration behind this song, which was written before her hiatus:
  
  "A long time ago, somewhere in a vast expanse of America, I was in a motel room, I had like closed up the curtains, made a really dark mood for myself, and just wrote the first verse," she said. "And then the second verse I wrote basically in the car ride over to a show in Marfa, Texas, because on the way to Marfa, there's a town called Valentine, and it's just desert. It's just like the most deserted desert you've ever seen. And I saw my first dust devils, and the clouds and everything was just so beautiful. That's where the second verse comes from."
• The slow build into an explosion is a key element of the track. Says Mitski, "It starts very minimal and then at a certain point it goes, 'bang!' I think it's good to start with a bang."
• The titular Texas town earned its name because it was founded on Valentine's Day in 1882. The desolate area is known for the permanent art installation Prada Marfa, a replica of a Prada storefront, located about 1.5 miles northwest of the town. Valentine resident Boyd Elder, who did the artwork for the Eagles' One Of These Nights album, acted as its caretaker. The installation also inspired The Band Perry's 2019 song "Marfa Prada."
• Mitski's feelings of being trapped by her circumstances are reflected in the album title. She told The Zane Lowe Show the story behind the name, saying, "Laurel hell is a term from the Southern Appalachians in the US, where laurel bushes basically grow in these dense thickets. When you get stuck in these thickets, you can't get out. Or so the story goes."