Speaking to Taste of Country
, Barton recalled the story of the song: "Johnny was running really late that morning. His alarm didn't go off. So me and Jon sat there for an hour, and jammed on the music of the song. When Johnny arrived, we started talking, and somehow the song idea came about. Jon just mumbled the words when we were singing the melody."
"We basically wrote and wrote, for close to 10 hours," he continued. "We knew it was cool. We went to dinner after. We were all kind of exhausted. We all went home from dinner that night, and Jon took the song to Lee's house. He played it for Lee. When I woke up the next morning, in my inbox in my e-mail was a version of Lee singing the song with just a guitar, which was pretty cool. Before we all knew it, Lee was playing the song for Curb [Records]. In the end, that version of the song ended up being the final recording, with just a few extra guitars added in there."