Songfacts®:

• Keith Urban is still a little bitter over a rough breakup in this country ballad. Kept awake at night by memories of his ex, who has moved on with someone else, he finds comfort that someday she'll be the one thinking of him on lonely nights.
• We're kind of surprised this didn't end up being a LeAnn Rimes song, considering all three of its writers share an extensive history with the country songstress. Dennis Matkosky and Ty Lacy penned her hit "I Need You," while Darrell Brown went on to write and produce most of Rimes' Spitfire album.
• According to Matkosky, the ballad grew out of Lacy's emotions surrounding a recent breakup. He also credits Lacy with the song's famous, oft-misheard lyric, "And take your cat and leave my sweater, 'cause we have nothing left to weather" - which spurred a debate over whether Urban was singing "cat" or "cap" (it is, indeed, "cat"). Matkosky told the Songcraft podcast he knew the line was a keeper when a publisher told him he should change it.
• Matkosky said the original demo (sung by Ty Lacy) sounded almost like a Peter Gabriel song. When Darrell Brown brought the song to Urban, he didn't actually play him the demo but showed him the chords and the feel, which ultimately helped the singer make it his own. "That was an anomaly of usually how it happens," Matkosky told Songcraft. "I mean, of course, it was the same structure and the same chords and it had the same pads, it had the same drums. But the way it was approached from the acoustic guitar part was different. The track was actually very similar but when Keith put his vocal on it, it just changed everything."
• This was released as the fourth and final single from Urban's third studio album, Golden Road. The crossover hit, which peaked at #24 on the Hot 100, went to #1 Country, #2 Adult Contemporary, and #6 Adult Top 40.
• Urban won the Grammy Award for Best Male Country Vocal Performance in 2006 for this tune. It was his first Grammy win.
• This was used on Cold Case in the 2010 episode "Two Weddings."
• Keith Urban released a live version of "You'll Think of Me" on June 17, 2022 that coincided with the start of his The Speed of Now World Tour.