This song, which is about a self-investigation following a failed relationship, was written by Toby Keith and his frequent collaborator Bobby Pinson.
Keith explained on the press release for That Don't Make Me a Bad Guy: "This has one of those infectious melodies where it sounds like something you've heard before. I didn't do all the things you wanted me to do, but even if I'd done just enough to make you stay, I'd have lost you anyway."
Keith Pinson told AOL's The Boot about the song's lyrical content: "The song means I could have done everything that was going to be right for you, but it was going to be wrong for me. Then, because of that, I wouldn't be somebody you wanted to love. Me trying to be who you thought you wanted me to be was going to wind up me being somebody I didn't want to be. That's just not meant to be. I would have lost you because of it."