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According to the Huckleberry Crumble Songfacts, while the song was being demoed to him in the studio, Scott Weiland immediately began hunting for a pen and pad of paper. Dean DeLeo recalled to the KROQ-FM radio show: "From the first downbeat of the song, Scott was just in, and just writing down, and I think had the melody within minutes."

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Lyrics

Less conversation
No moral obligation
To tell me how you feeling tonight, (Right)
Minds over racin'
Visions got me shakin'
Motor station changing…

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