In October 2006 Bo Bice underwent emergency surgery for an intestinal problem that doctors said he may have had since he was born. The surgery was, according to his doctors, neither easy nor routine, but it was successful. It was while he was home recuperating from this surgery that Bice found himself one day writing this song with his good friend and frequent co-writer Chris Tompkins. "He was one of the first people that I reached out to to write after my surgery," recalls Bice. "And I had just worked on the opening lick for that song. I remember writing it in the back lounge of a bus. And he came in and had the rhythm guitar part, started playing it, and started singing. He wrote the first line, 'I'm gonna give leavin' a brand new meanin', show you how it feels to be alone.' And from that it's kind of a song that wrote itself, so it's just two friends kind of hanging out."
"I've experienced everything I wrote about in the song," Bice says. "But we were telling somebody else's story. And now looking back at the finished composition, I can see my story in it. But while we were writing it, it was more like two songwriters writing a song, and we got on a good hook, a good story. It's like two writers sitting down and trying to write something, a TV show or anything else. You start with 'Hello' and you end with 'Goodbye,' but what really matters is what's in between."