Songfacts®:

• This was written and co-produced by the R&B singer-songwriter Robin Thicke.
• Hudson told MTV News that this is her favorite track on the album. She explained: "It's unexpected from me, but it still is me. I love how [Thicke] allowed me to be me but introduced another side. He introduced a more vulnerable side vocally, but yet he put it with the ballad side of Jennifer."
• Hudson explained to the Los Angeles Times August 20 2008 about how she was able to show her vulnerability on this ballad: "Everybody has a soft side, no matter how tough you may appear. I want to let my listeners in on that side of me. It's all about emotion. To me, that comes from learning what you're singing about. You can sing at a song, or you can sing the song. If you know what it's about, you can really sing the song. Otherwise, you're just making a noise. That I learned from being in church."