Written by Phil Collins, the track was recorded during the "But Seriously" Sessions in 1989, but didn't make it on to the album. It first appeared as B-Side to the single "I wish it would rain down" (1990).

Band Line-up for this track:

Phil Collins: Vocals, Keys, Tambourine & Drums
Daryl Stuermer: Guitar
Leland Sklar: Bass Guitar
Don Myrick: Saxophone
Louis Satterfield: Trombone
Harry Kim: Trumpet
Rhamlee Michael Davies: Trumpet
Alex Brown, Marva King & Lynne Fiddmont : Backing Vocals