Billy Currington originally wrote this five years prior to the recording of Little Bit of Everything, together with a friend of his, Brett Jones. It was originally intended to be included on his 2005 album Doin' Somethin' Right but he "just didn't want to 'love' that one up too much." Currington added that he believed this to be a stand-out track on Little Bit of Everything. He explained to AOL: "To me, this song, as a writer, is by far probably my best piece of work. The best lyrically. And I think it has a great melody, and it was one of the songs I started playing acoustically in many different places, whether it be on the bus, or at a show somewhere, and it just seemed to always go over well, and as time went on people started requesting that song, and I knew it was something special. I didn't know when it was going to make it onto an album, so when this one came up here, I made sure there was no way it was not going to make it onto the album. I feel like it's a great recording, and I'm very proud of it."