This song about a gun crime came to David Nail a little at a time. He started with the chorus at which stage the lyrics were so far removed from his real-life experiences the singer had no idea what it would about.
Once Nail and his backing band the Well Ravens were in the studio, he decided to dig a little deeper into the song. Nail recalled to Billboard
that he "picked up a guitar, pulled that one out, and started to fumble with it." The singer's sound engineer, Andy Petroff, then pulled out his computer, and played a selection of the different sounds that he had programmed.
"The next thing you know, the basis for what it became started," Nail continued. "I went in and did a vocal take, which I am almost positive is the vocal take you hear on the record."
Petroff then took his soundscape to his studio back home and set out taking it to the next level. When he sent Nail a track of what he'd done a few days later, it blew the singer away. "It felt like a movie," he said "It sounded different than anything I'd ever done before."