Songfacts®:

• This emotional number about an elderly man looking back at his life was written by Jamey Johnson as a tribute to his grandfather. The country singer-songwriter explained to Roughstock: "He died in 2000; I've got memories of him. He didn't know I was a songwriter or a singer. He just knew I could sing and write and that I was moving Nashville to get it done. He died probably the first eight months that I was in town. I've always wanted to pay tribute back to thank him for the lessons growing up, all the conversations with him. Nobody ever pays attention to that stuff until they're gone I'm afraid. I had a long way to go, I wanted him to be around a lot longer, I wasn't ready for him to go. So it's kind of appropriate way to introduce this album to the public."
• This was named Song of the Year at the 2009 Academy of Country Music Awards. In his acceptance speech, Johnson said: "I thank these two guys up here - Lee Miller and James Otto - for helping me write this song. Thanks to my band, too, for going in on an off day and producing an off record." Later in the year, the song won the 2009 CMA Song of the Year Award.
• Lee Miller told the story behind the song's inspiration for the book Nashville Songwriter: The Inside Stories Behind Country Music's Greatest Hits: by Jake Brown. "You look for the phrase that gives you a reason to write a song," he said. "And I was telling Jamey a story about some event that I'd been to, and it was a story … about Nashville back in the '60s and some pictures in black and white … I'm talking, and he's kind of zoned out … and he said, 'There's your idea. You think that's somethin', you should've seen it in color.'"
  
  He added "Those ideas are hard to come by … At that point, just don't mess it up; just write it correctly."
  
  Miller and Johnson, along with James Otto began talking about their own grandparents, and the song stemmed from memories of their grandfathers. "In a lot of ways, it's a song about our grandfathers," Miller said.
• The second verse ("In the middle of hell in 1943...) is about the experiences of Lee Miller's grandfather during World War II.