David Nail wrote this tragic tale with Scooter Carusoe (Kenny Chesney's "Better as a Memory
"). It originated from a story the singer experienced in his late teens. He told Billboard
magazine: "I lost a friend in my freshman year in college. It was a very powerful moment, and the song took an immediate right turn and became something completely different. I'm very proud of it. It was the very first attempt I had at writing a story song."