Songfacts®:

• Dustin Lynch first shared this melancholic waltz with Luke Bryan and Little Big Town during their joint Kill the Lights Tour. He recalled during a party introducing the record in his hometown.
  
  "We would get on Luke's bus. He was working on his new album - which I heard yesterday on his bus in New Hampshire and it's rockin'! - and Little Big Town was working on their new album. We'd get on Luke's bus every couple weeks and be like, 'Let's play some demos!'"
  
  "I played… this demo, and Karen Fairchild heard it and said, 'Man, play that for me one more time.' So I played it again and then they wanted it again, and I'm like, 'This really cool. They actually dig the song.'"
• The song features vocals from Karen Fairchild. Lynch recalled how the Little Big Town songstress threatened him if he didn't turn the tune into a duet with her.
  
  "Karen looked up and she goes, 'I'm gonna cut off your balls if you don't let me sing this with you on your album,'" Lynch said, as the crowd erupted in laughter, before recreating his reaction:
  
  "I would never even think to ask you to sing on my album... I've been idolizing you, Karen, since I was in high school. Like, I can't believe that's an offer, but yes ma'am!"