Who Are You When I'm Not Looking

Album: All About Tonight (2010)
Charted: 46
Play Video


  • This poignant ballad is the second single to be released from country artist Blake Shelton's second "Six Pak," a concept that he and his record label decided to experiment with in 2010 starting with Hillbilly Bone.
  • Earl Bud Lee and John Wiggins wrote this tune, which was originally cut by Joe Nichols. The country singer never released it to radio, so he gave Shelton his blessing to record a new version of the song.
  • The narrator is wondering in this song what his new lover does when he's not around. He pictures her "pouring a little something on the rocks" and sliding "down the hallway" in her socks. "I always wanted a song with a great pick-up line like George Strait's 'The Chair,'" Shelton explained. "Now I have my own."
  • Shelton explained to The Boot why he covered this track: "I'm a huge Joe Nichols fan, and he put this song out an album called Real Things. I was excited for Joe when I heard it, thinking 'that will easily be Joe Nichols' career song.' I was even more excited when they got out of that album and they never released it as a single, because then I was like, 'Now that's gonna be my career single.'"
  • Nichols expressed his disappointment to The Boot that he never released this as a single: "'Who Are You' is one of the mistakes you make along the way; the woulda, coulda, shoulda that has happened, and you just wished things would've been different," Joe said. "When we cut [it], I begged everybody who would listen, I begged for that to be a single, for that to be the first single. But a lot of people who get paid a lot more than I do make a lot of the calls, and it didn't go my way. That song was brilliantly written, and the production Brent Rowan did on it was immaculate. He just did a fantastic job, and I was really proud of my part. I really thought that it could have been a really special song for us."

    He added: "The one thing I am proud of now is that it's found a home with Blake, and Blake's having some significant success with it," he says. "It's the hit it should've been, and I'm glad he's the guy that cut it and that he's going to have the hit on it. I'm happy for the writers, and I'm happy for Blake. We screwed it up, and hopefully they don't [laughs]."
  • The music video premiered on October 1, 2010 during CMT's Big New Music Weekend. It was voted as GAC's #1 video of 2010.
  • Wiggins told The Boot how he and Lee penned the tune one drizzly October day in 2003 after both songwriters had come up with the same title. He explained: "Neither one of us knew the other had the same idea. I had written it down on a cocktail napkin at a restaurant about a year before Bud and I even talked about it. I'd thrown the idea out to a songwriting buddy of mine, but he said it wasn't his kind of thing. So I just put it away for awhile, because he shot it down. I thought, well I guess this isn't that good of an idea, anyway. [laughs] Bud and I would always go to the same place for lunch, the Mojo Grill... and we kept talking about hooking up writing, because we kept running into each other during lunch. One day he called and said, 'I have a song idea I want the two of us to get together and write.' I asked him what it was, and he said, 'who are you when I'm not looking' ... and I said, 'I've got the same idea on a cocktail napkin, and I'd put it away!' So it was meant to be!

    So we hooked up one day in 2003 and spent the whole day writing the song. I remember being tired at the end of the day. It was dark, and I had my back door open and it was drizzling rain... a nice, cool October evening. We'd worked on the song over and over and over, until we had it just the way we wanted it.

    When we finished, we knew we had something special. I wanted to demo the song, but I just felt like something was missing. It didn't have that little release in it - that 'I wanna know, I wanna know, I wanna know' part. It wasn't 'releasing' - we say in songwriter terms. This tense lyric all the way through was a question, and it never really resolved or made you exhale, so to speak. I told Bud I wanted to put it on a demo session, but that it's not releasing, and that maybe we could think about it that night before recording it. I knew it was a good song, even without any kind of release. But it just felt like it needed to exhale. And then we came up with that, 'I wanna know, I wanna know, I wanna know...' Without that, I don't think it would've been recorded. It answers the question: who are you when I'm not looking? I wanna know."
  • The song became Shelton's eighth #1 single on the Country chart when it topped the tally March 5, 2011. Despite his success, Shelton still gets ill at ease with each new release. He told The Boot: "Every single that I pick and put out there, it's like, 'Oh my God, people are going to hate this one.' Especially with 'Who Are You When I'm Not Looking' - and [manager] Narvel [Blackstock] and [producer] Scott Hendricks can verify this - I remember I had both of them on the phone and right before we released the single. I told them, 'Oh my God, I've had nightmares that we can't put this song out. The track is too sparse and people are going to think that 'Do you paint your toes 'cause you bite your nails' means that this girl is sticking her foot in her mouth and chewing on her toes?' I just had all these things that I was thinking about and I was talking myself out of it, and I do that almost every time, but I think that's a good thing."
  • Shelton told The Boot several people have questioned him about the 'Do you paint your toes 'cause you bite your nails' line. "I thought that that would clear itself up after awhile, and I should have known better," he laughed. "When I first heard the song, I didn't even think of it that way. I immediately thought, 'OK, she doesn't paint her fingernails because she bites them, so she paints her toenails instead.' But then, my mom may have been the first one to go, 'Well, that's gross.' I said, 'What?' She goes, 'She paints her toenails and then she bites them?' I said, 'What the hell are you talking about?' Then looking back, I said, 'I can see it that way too.' I stopped thinking about it, and then I'll be damned, there was a T.J. Martell dinner [a few] nights ago, and I was standing next to Kellie Pickler," he continued. "I turned to Kellie, and I said, 'Kellie, I'd like to know, do you paint your toes 'cause you bite your nails?' She said almost the same thing that my mom said, which was, 'Man, I wanted to ask you about that. That is gross.' People still think a girl is sitting around sucking her toes like those old Monchichi dolls they used to sell. I'm glad that the confusion didn't hold the song back."


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