Gloriana's Tom Gossin penned this song with former Epic Records artist Stephanie Bentley and Nashville songwriter James Slater. Bentley also co-wrote Gloriana's breakthrough single "Wild At Heart."
Gossin (from Billboard magazine): "The song is about dealing with a break-up where you are still living in the same town and running in the same circle of friends. There's no communication but you're suffering inside. You want to know what the other person is doing but you don't want to look like you want to know. You go to the places where you used to hang out and hope that they don't walk in with someone else. The song is about not being able to shake somebody and realizing that maybe you have found the person that you need to work things out with."
The song's music video was filmed at Silverado's in Nashville, which resembles the bar in Wilmington, North Carolina, where Tom Gossin first met his fiancée Jaime. The clip represents the many break-ups and make-ups they went through before they finally got engaged. "My career broke us up," he told People magazine. "Long distance was tough. [But] it turned out for the better."
Vocalist Rachel Reinert told Billboard magazine why the trio feel this song has struck a chord with people. "Everyone knows what it's like to go through a heartbreak or end a relationship for whatever reason," she explained. "Not being able to shake their memory."
Gloriana performed the song on the season 2 finale of The CW's Hart of Dixie on May 7, 2013.
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His keyboard work helped define the Muscle Shoals sound and make him an integral part of many Neil Young recordings. Spooner is also an accomplished songwriter, whose hits include "I'm Your Puppet" and "Cry Like A Baby."