Mendel told American Songwriter magazine this was probably the most difficult song to write for the album. "Going into the studio I pretty much had things mapped out for all the songs, second guitar parts, third guitar parts, BGV's, everything," he explained. "And that song, I had a suspicion it could be something good, but it only had a couple of parts and guitar line and vocal melodies. It wasn't really a song yet."
"I went in to record it without realizing what the backstop was gonna be or what the backbone was," Mendel continued. "Luckily I had Paige Hamilton come in and play guitar and he added this beautiful guitar riff on top that kind of changed that song and turned into something great."