This song is a straight forward love ballad, full of sweet, romantic sentiment written by Frank for his future wife Karen who tragically died of cancer on February 11th 2005 after 23 years of marriage. She truly was the love of his life and the song is a lasting tribute to that love. We all miss her. The flowing, guitar driven music was primarily written by Matt Snyder. With its climactic bridge section and flute dominated instrumental middle section, it is one of Thin Ice's most uplifting and melodic songs.