Warren wanted a Beach Boys thing for this one, and Carl Wilson and Billy Hinsche came in, with Carl arranging the vocal parts. The other harmony vocalists (credited as the "Gentlemen Boys") were Jackson Browne, J.D. Souther, Zevon's longtime backers Waddy Wachtel and Jorge Calderon, and Linda Rondstadt/Stone Poneys guitarist Kenny Edwards.
She was a friend to me when I needed one
Wasn't for her I don't know what I'd done
She gave me back something that was missing in me
She could of turned out to be almost anyone
Almost anyone--
With the possible exception
Of who I wanted her to be
Running into the midnight
With her clothes whipping in the wind
Reaching into the heart of the darkness
For the tenderness within
Stumblin' into the lights of the city
And then back in the shadows again
Hanging onto the laughter
That each of us hid our unhappiness in
Talk about celestial bodies
And your angels on the wing
She wasn't much good at stickin' around--but
That girl could sing
She could sing...
In the dead of night
She could shine a light
On some places that you've never been
In that kind of light
You could lose your sight
And believe there was something to win
You could hold her tight
With all your might
But she'd slip through your arms like the wind
And be back in flight
Back into the night
Where you might never see her again
The longer I thought I could find her
The shorter my vision became
Running in circles behind her
And thinking in terms of the blame
But she couldn't have been any kinder
If she'd come back and tried to explain
She wasn't much good a saying goodbye--but
That girl was sane
Wasn't for her I don't know what I'd done
She gave me back something that was missing in me
She could of turned out to be almost anyone
Almost anyone--
With the possible exception
Of who I wanted her to be
Running into the midnight
With her clothes whipping in the wind
Reaching into the heart of the darkness
For the tenderness within
Stumblin' into the lights of the city
And then back in the shadows again
Hanging onto the laughter
That each of us hid our unhappiness in
Talk about celestial bodies
And your angels on the wing
She wasn't much good at stickin' around--but
That girl could sing
She could sing...
In the dead of night
She could shine a light
On some places that you've never been
In that kind of light
You could lose your sight
And believe there was something to win
You could hold her tight
With all your might
But she'd slip through your arms like the wind
And be back in flight
Back into the night
Where you might never see her again
The longer I thought I could find her
The shorter my vision became
Running in circles behind her
And thinking in terms of the blame
But she couldn't have been any kinder
If she'd come back and tried to explain
She wasn't much good a saying goodbye--but
That girl was sane
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This song was written about Cassie Gaines, the back-up singer of Lynard Skynard who died in the plane crash along with her brother Steve Gaines and Ronnie.