This was one of the first songs that Flyleaf's new vocalist Kristen May wrote with the rest of the band after she replaced the group's original singer Lacey Sturm in 2012. "We did about five or six songwriting sessions together where we threw out ideas and that was the first one," May explained to Artist Direct
. "It started with some riffs and words Sameer (Bhattacharya, guitar) had. It morphed into what it is now. We didn't even know if that song would make the album at first because we had written so many songs."