Etheridge wrote this song with Jon Levine, who also produced the track. She actually wrote the song from his perspective, as she and Levine were logging long hours in the studio and it occurred to her that he hadn't seen his girlfriend in quite a while.
"I can't help but be influenced by the souls that I'm working with, and he's a sweet guy, just a wonderful guy and he would spend all day long in that studio looking at that screen making music," Etheridge said in her Songfacts interview
. "He had no life. And I said, 'Dude, you've gotta get out!' He said, 'I know, I have a girlfriend.' And I said, 'I don't see a girlfriend anywhere in the studio.'"