Most of Jill Scott's fourth studio album, The Light Of The Sun, was recorded off the cuff: "I went in and had fun. I didn't really write much. Some of the songs were recorded in one take. I freestyled pretty much the entire record," Scott told Reuters. This song, she added, was almost entirely improvised.
Houston rapper Paul Wall joins Scott on this track, representing the voice of her former lover that she can't seem to put behind her.