Keith wrote this song as a tribute to his friend and fellow Oklahoman Wayman Tisdale, a basketball player and jazz musician, who passed away in on Friday 15th May 2009. His cause of death was an oesophagus collapse due to the chemo Wayman was getting to treat his cancer. Keith recalled to The Boot that when he received the news of his friend's death: "I reeled around there for two days in a stupor. He was a great guy with a charismatic smile, and the closest thing to Jesus I've ever met. There's a line in the song that says, 'You showed me how to live.' He was a perfect, perfect human. I got up Sunday morning, realized I was just going to have to face it all - couldn't believe that he was gone. We had gotten really, really close. I was the first one he would call when he would come out of surgery. He passed away on May 15. Anyway, I got up Sunday morning, called his cell phone to hear his voice one more time, I grabbed my guitar and sat down and wrote this song, and went in and put it on the album."
The song features jazz bassist Marcus Miller and saxophonist Dave Koz, both friends of Wayman. Keith told CMT News the "jazz stuff" on this song, "is something for me I've never ever done. We laid some chords in there that when Koz and Marcus Miller played on them, they would have stuff to work with from their world. I never put jazz changes in anything I've done, so that's one of them."
Keith told CMT News that he originally penned this song just to be played at Wayman's funeral. He explained: "At first, I just wanted to do it at his funeral, something really personal - a gift from me to the world, to the funeral in his world. That's what he was to me, a gentlemen and just the perfect person he was. After I wrote it, I said, "I've got to record this thing." So the beauty of it was Dave Koz, the jazz sax player, Marcus Miller, another one of his jazz buddies, were all there playing at the funeral, so I asked both of them, "I've got this song for him. Do you guys want to play on it?" So Marcus played bass, and Koz is playing sax. It ended up being a really nice tribute."