Songfacts®:

• This was one of the first songs that guitarist Joe King wrote after the release of The Fray's eponymous second album. He shopped it around to various artists including Faith Hill, who was enthusiastic, but her whole recording project fell through. Kris Allen was also interested but eventually passed on the song. When Scars & Stories producer Brendan O'Brien heard it, he persuaded the band to record it themselves for the album.
• Initially Fray singer Isaac Slade couldn't catch the vision for the song, so left it to King. When it returned to the band he took another stab at putting his own story into it – this time successfully. He explained to Denver Westword: "I was kind of assessing the damage with my girl and with my main relationships, and just sort of having an honest appraisal of like, 'What was it like to be friends with me, when I was this total dancing-around-make-everybody-like-me man?' It's hard to talk about. I love that image, that 'I can hardly get this out, but I'm sorry, just so you know.'
  
  I sort of put all of my relationships into that song - my marriage, my family, my friends. A lot has changed over the past seven years-eight years - ten years of being in this band. I tried so hard to make everybody happy and like me, and I failed so miserably and finally just gave up. But in the process of that giving up, there's a lot of heartache. It was really cathartic writing that song."
• Another King song, "Alright with Me", did end up on Kris Allen's eponymous debut album. Commenting on his working with the American Idol winner, King said that there "a very good vibe in the studio. There was no pressure."