The song was penned by singer-songwriter Eric Paslay and Nashville newcomer Lindsey Lee. It was the first-ever collaboration between the pair. "We were in this little tiny room at his publishing company, and I usually go into writes with titles or ideas and concepts and stuff, and that day I come in, and I said, 'Well, do you want me to throw out some title ideas?" Lee recalled to Taste of Country
. "And Eric was like, 'You know, Lindsey, let's just see what falls from the sky.' And I never will forget him saying that, because that's not usually how I roll."
"He started playing the guitar, and I started singing this melody, and the words just kind of fell into our laps," Lee added. "We started saying the most poetic things, and it kinda just fell out of us. It was crazy. It was almost like it was meant to be written through us or something."