Songfacts®:

• The fourth single to be released from B.o.B.'s second album Strange Clouds finds the rapper, whose birth name is Bobby Ray Simmons, confronting the concerns that his family and friends have about what fame has done to him. "I never thought you would sell out, you're becoming so cocky/ I asked you for a picture after your show, you walked right by me," he raps. The cut was self-produced by B.o.B and was released on March 20, 2012.
• B.O.B's Grand Hustle boss T.I. rapped about a similar internal conflict on his 2003 Trap Muzik track "T.I. vs. T.I.P."
• The song originated with an old piano riff that B.o.B dug up. He explained to The Boombox: "How the song was created was kind of interesting. I never really like tried to write a whole song then and there. I really try to take my time with it. This song kinda flowed in an interesting way. I was flying from New York to Atlanta, about a two-hour flight. I knew what I wanted to say but I just needed the melodic inspiration for it. I was going through my recorder and I found this piano riff. It was like a 20-second piano riff. I just looped it. I wrote the whole song, beginning to ending, all on the plane. Then when I got home I recorded it. As soon as I got off the plane, I hit the studio. From that point on, it started off with digital pianos but I wanted it to be live. So I went and recorded the live piano. It actually took me three different recording sessions to get the sound that I was looking for. Three times the charm."