Spears told the story of the song to Artist Direct
: "I think it was in the wintertime," she recalled. "I was living in Nashville alone with my little girl. I was really in a place where I felt homesick. I was missing my family. I was missing the familiar. I was missing all of that and feeling alone. That song was written from that place. They helped me get the point across really simply."
"The chorus has a lot less to say opposed to the verses which are wordier," Spears continued. "When I perform it live, I think about a lot of different things. There are a lot of girls who go off to college and feel lonely. It's about being in that lonely place and feeling so small in this big world."