After recording a succession of cover versions, the Glee Cast recorded their first two original tunes for the Original Song episode on March 15, 2011. This Lea Michele performed ballad was one of them and it was specifically composed for the Glee star by the show's music supervisor Adam Anders, his writing partner, and his wife. "Lea's storyline kind of inspired that song for me," Anders told Entertainment Weekly. "Basically, you try to do everything right and you have good motivations with everything you're doing but everything ends up going wrong. How many times will it take for me to get it right?"