This song was written by Steve McEwan and John Reid. Urban explained on the Country music site Roughstock: "This is a song that (producer) Dann Huff brought to me. There are certain songs that I wish I could have written because the phrasing of them is not instinctual to me. I like to be able to do something a little different."
This was Urban's 11th #1 hit on the Hot Country Songs chart.
Steve McEwan and John Reid told AOL's The Boot how they met at a songwriting camp in Nashville, and penned this song in just 15 minutes:
Steve McEwan: "I'd never met John before. We were at a songwriting camp in Nashville a couple of years ago. John is from the U.K., like me. I was the first guy he'd written with that week, and we were sitting in this room together, trying to talk about something we could both connect with. He'd just met this woman that he was just bowled over with, and he was showing me pictures of her. So we were talking for ages, not doing much writing at all, and I said, 'Well, listen... we should really try and do something.' So I played him this little guitar riff that kind of runs through the whole song - just a few chords, and he loved it. And he just started singing along to it... He's got this really beautiful voice."
John Reid: "When Steve played me that wonderful guitar riff, and when I heard that melody, it just flowed naturally. At no point when I was singing, did it feel like (the song) wasn't going where it was supposed to, melodically."
McEwan: "We wrote it really quickly. It was kind of unusual, in that it hasn't got a lot of 'furniture' in the song. You know how a lot of country songs have a lot of 'furniture,' a lot of images in the song? There wasn't much of that. It was just a really simple song, straight from the heart. We didn't try too hard to write it. It wasn't like, "Oh, we gotta get this in there, and that in there." We didn't spend a whole lot of time crafting it. It just came out pretty quick, and that's the beauty of it."
Reid: "The title came as we got to the end of the chorus... and again, we didn't have to think about it. It just came naturally. The good ones usually do. The song never really surprised me at any point. Really, I come back to Steve's guitar riff -- that made it easy for me, both melodically and lyrically."
McEwan: "It came together so quickly -- I'd say 15 to 20 minutes. I remember at the end, we were going through it, and I was like, 'Oh, maybe we should work on this lyric here, especially the second verse.' I was thinking, 'Oh, we need a bit more here... ' And John was like, 'Aww, no... that's great! Come on, let's go and record it!' So we went and laid it down, just a guitar and voice. There was never a full demo. And that's what Keith heard. And he cut the song to that little work tape."