This song was written for the former girlfriend of Vincent Frank aka Frankmusik, who is the inspiration behind the Complete Me album. Frank first met Olivia on his last day of studying art at St Martin's College in London before dropping out to concentrate on music. He told Q magazine June 2009 that they had a "passionate, explosive" relationship for two years. Frank wrote such songs as this and "Time Will Tell" for her. He explained: "We'd spilt up and I wrote songs to get her back."

Complete Me was co-produced by Stuart Price, who has worked with Madonna, Keane and The Killers.

Frank was originally a beatboxer called Mr. Mouth, who made a left-turn into electro pop. Prior to the recording of Complete Me, he'd already made a name for himself with his high-energy robopop re-mixes for the likes of Mika, Radiohead and CSS.