This song was inspired by Oleta Adams' "Get Here." Smith told 4Music: "I used that same format with the list of ways that he will never love you like I can."
Many of the songs on In The Lonely Hour were penned by Smith about his unrequited love for another man. He told The Sun: "I was the only one in the relationship. We never even kissed, nothing ever happened. He highlighted something about myself - that I was really lonely. I'd never been in a relationship before and that was starting to affect me."
The black-and-white music video, directed by Sophie Muller (Gwen Stefani, Beyonce, Ellie Goulding), shows Smith with a bunch of guys at a bachelor party.