Songfacts®:

• This was originally recorded by Radney Foster on his 1999 album See What You Want to See as a duet with the California singer-songwriter Abra Moore. Urban told Roughstock he "heard and loved" the album when he was recording Golden Road and "it's full of great songs." He added that this song "is on that album, but so is 'Raining on Sunday' which I cut back then, and so is 'Godspeed (Sweet Dreams) that the Dixie Chicks cut, and 'The Lucky Ones' that Pat Green did too. I said to Radney that my goal is to eventually cover every song on that album."
• The song was released as a single in 2000 by twin sister act The Kinleys, peaking at #35 on the country chart.
• This was released as the fifth single from Keith Urban's album, Defying Gravity. Urban's wife, Nicole Kidman, influenced the choice of this song when Urban was putting the album together. He explained to The Boot: "I made a compilation CD that we would listen to in the car. Every time that song came on, she loved it."
• Forster co-wrote the song with American country singer Georgia Middleman, whose other credits include Tracy Lawrence's 2004 single "It's All How You Look at It" and Sarah Buxton's 2006 debut single "Innocence." Georgia told Songfacts the story behind the song in a 2013 interview: "I was new at Polygram. That was my first writing deal. I was in the tape room one day and Radney Foster walked in. I always thought he was great, and being a new writer, it was a new job for me, and my first staff writing position. I didn't want to be presumptuous by asking Radney Foster to write, but I wanted to meet him. So I was standing there looking at some tapes, and Radney came over and he goes, 'Are you Georgia Middleman?' And I went, 'Yeah.' He had been writing there for years at that point, and he said, 'You know, someone told me you and I would do well together if we wrote together. Would you like to try some time?' And I went, 'Uh huh.' That was really easy.
  
  I think it was Steve Williams, he was A&R at Arista, he's the one that knew my work, and he told Radney, 'You guys would be good together.' So Radney and I got together, and I was really nervous. I want to be prepared when I co-write with people - I don't want to waste their time - but the night before, I didn't have the big idea to give him.
  
  I thought, 'I don't know what he's going to like,' so I went to a movie and I saw Good Will Hunting. And in the movie there was a scene where Robin Williams tells Matt Damon: 'You know what, if you want to make something of your life, I'm in.' And I just thought, 'I'm In' is such a neat title. So I pulled out my little notebook during the movie and I wrote 'I'm in.'"
• When Georgia Middleman sat down to write this song with Radney Foster, she had no idea that it would develop into a song that Radney, The Kinleys and Keith Urban would all want to record. She told us: "I got together with Radney, and I said, 'All I have here is, 'If you need a love and a friend,' because this could be a love song.' And he went, 'I love it.' And he pulled out his guitar and he started jamming on this groove. We just started writing it.
  
  We were halfway through, we got the first verse and chorus, and we stopped, and he said, 'This could be on my record. I'm making a record right now. This could make my record. What are you doing tomorrow?' And I said, 'I'm writing.' He said, 'Cancel it.' And he said, 'I'm going to cancel my co-write.' And I said, 'Okay.'
  
  I was so excited that he was interested in recording it, so the very next day I showed up with tons of lyrics. He was like, 'No, not that, not that. Oh, that's good.' And he said, 'But let's do this.' We wrote the second half of the song, and we finished it. He cut it, and then about six years later, he recorded on The Kinleys, he was making a record for Sony, and that was really cool. It got up to 35 on the chart.
  
  And then years after that Radney called me out of the blue and he goes, 'Oh, my God, get this. Keith Urban is teaching our song to his band.' And I went, 'Why?' I said, 'Is he going on tour?' And he goes, 'He's making a record.' I couldn't believe it. He recorded it, but a lot of artists over-record. They record more than they need, so you hope it makes the record. And then you hope it makes the radio as a single. And we just got really, really lucky."
• Ever wonder how much a songwriter makes from a hit song? They rarely give specifics, but Georgia Middleman told us that this one covered her vehicles. Said Georgia: "Every time my car broke down in my life, that song paid for the next car. [Laughing] So when The Kinleys recorded it I was so desperate for a new car, and it got to 35 so it could afford me a nice new used car. And years later that car started dying, and I'm like, Please, God, how am I going to afford another car? And that's when I got the call about Keith Urban. That's the beauty of a copyright."