Songfacts®:

• This Michael Anderson penned ballad in which the female narrator recalls a former lover whom she met in Memphis, was first recorded by American country music artist Pam Tillis in the late 1980s. The song didn't get released at the time but was later included by her then label Warner on the Pam Tillis Collection in the mid-1990s. Tillis re-recorded the tune for her 1991 album Put Yourself in My Place, after she'd switched labels to Nashville, Arista. Released in November 1991 as the fourth single from the LP it became her third Top Ten hit on the Billboard country charts, peaking at #3 there. Speaking to us in a 2012 interview, Pam Tillis recalled: "That was a song I found several years before I got my deal on Arista. And I just loved it. The good thing that happened with that song is I didn't throw it out. Because I actually recorded it on Warner Brothers, and it wasn't a good version. And then I just kept singing it. Lots of times, when an artist records a song and it doesn't come off, they just move on to the next song. But if I ever did anything right in my career, it's the fact that I didn't give up on that song. I actually re-recorded it when I got my deal on Arista and the second time it came up, it was the record that was everything I needed it to be. And it was a huge hit. So that doesn't happen very often."
• The song has proved to be a favorite amongst contestants on televised reality singing competitions. Carrie Underwood and Lauren Alaina both performed the song on American Idol, the latter during the 2011 final. Also on May 8th, 2013, Danielle Bradbery sang it as her song during the live rounds of the fourth season of The Voice, and subsequently took it to the #1 spot on the iTunes Country Charts as well as into the Hot 100. Said Tillis of Bradbery's version, "I'm proud of her. This song is not easy to sing. I should know."