Lead singer Raine Maida has stated that the song was written about a young girl from Kitchener, Ontario named Mina Kim who died from a canceroustumor in her brain. The "thief" mentioned in the song refers to the tumor. The short clip at the end of the song is a real audio clip of Mina Kim singing "Little By Little" with Maida's wife Chantal Kreviazuk and band member Jeremy Taggart.
Micha Dahan directed the music video. It was filmed on a rooftop in the St. James Town neighbourhood, downtown Toronto. It premiered on Muchmusic on May 23. It was shot entirely under a rainy setting on an otherwise sunny day, to impose the mood given by the song. Band members do not play instruments and are shown in slow motion film stock in the rain.