

Many times throughout the song Weiland uses the words, "I feel". 'A girl was kidnapped and then later found tragically murdered back in the early part of the. Where ya going to tomorrow Where ya going with that mask i found. He asks her if it is raining in her bedroom as a metaphor for her tears. The band has stated the song is primarily about a failed relationship and there is also some subtext about a woman that was. 'The lyrics to this song were inspired by a true story,' the Stone Temple Pilots frontman recounted. Weiland says "so much depends on the weather" which describes his girlfriend's changing moods.

"When the dogs begin to smell her" and "will she smell alone" seems to reference the dogs of a search party and a question about how her last living moments were spent. The chorus is more directed to the dead girl Weiland read about in the paper. The "mask" that he refers to is her hiding something, possibly an infidelity or secret.

He is trying to connect with her and she is pushing him away with her apathy. The first verse is Weiland asking his girlfriend about where she might be headed, knowing that she will not tell him the truth. The band has stated the song is primarily about a failed relationship and there is also some subtext about a woman that was found dead in the San Diego area at the time that the lead singer, Scott Weiland was writing the song. This song was the second single released from the band's first album, Core.
