Raheem DeVaughn explained the story behind the song during an interview with The Boombox
. "I love women - all types, all colors, petite, plus size," he said. "But in particular, I was raised by black women and I feel like there is just something beautiful about black women. The song starts off creative and flirtatious with innuendoes and things... I wanted to be poetic but like 'Damn, did he just say that?'"