Taylor Swift co-wrote this with her frequent collaborator Liz Rose. The singer told The Associated Press that this was inspired by her frustration at a boy that she liked acting up. She explained: "I walked into Liz's house, and I said, 'I can't believe what's going on right now, I've gotta tell you about this.' I told her all about it. She goes, 'If you could say everything you were thinking to him right now, what would you start with?'"
Swift began venting: "I would say to him, 'I'm sick and tired of your attitude, I feel like I don't even know you' ... and I just started rambling, and she was writing down everything that I was saying, and so, we turned it into a song."