This song is about a girl that co-vocalist Justin Wiley had a crush on. The band's other singer Jessica Leplon explained to Artist Direct
: "She's one-of-a-kind, so he decided to write a song about her. It's funny because she had no idea until she saw we wrote the song about her. It's too late [Laughs]. It's cool though. We've never written a song about a person and put the person's name in it. That was new for us, but it's probably one of my favorites on the record."