Carroll wrote this song with Jim Collins and Rivers Rutherford. Collins' credits include "Everybody Wants To Go To Heaven
" by Kenny Chesney and "Big Green Tractor
" by Jason Aldean; Rutherford co-wrote several songs for Darius Rucker, and the Brooks & Dunn hit "Ain't Nothing 'Bout You
At the songwriting session, Carroll and Collins talked while Rutherford took a phone call. When Carroll told him about his hectic schedule, Collins asked Carroll when he slept. His reply: "I can sleep when I'm dead."
"When I said it, his eyes lit up," Carroll said in his Songfacts interview
. "He's like, 'Dude, we're writing that today!' So Rivers got off the phone, and he's like, 'Let's come up with an idea,' and Jim and I are like, 'We've already got one.' So we started it, and that song took off."