Songfacts®:

• After years of nonstop touring, Why Don't We took nine months off to rest and to write and produce their sophomore album. The COVID-19 pandemic extended the break, giving the LA-based boy band enough time to evolve their sound from soft-pop balladry to heavier, pop-rock territory. This song is the first single released from the project.
• The song originated with a melody idea that dropped into Daniel Seavey's mind. The band was supposed to record a different song in the studio, but when he sang the melody for his bandmates, the group shifted their session to write and record "Fallin."
  
  "We wrote it in about an hour, which was the quickest we've ever written a song," Daniel told Radio.com's Julia. "It was freaky the way this song came out. It felt like we were just kind of like narrating somebody else's words. It came out so fast… I get chills just thinking about it."
• Why Don't We were formerly known as a vocal group, but this song finds them playing all the instruments themselves. Zach Herron, Jack Avery and Corbyn Besson play the guitars, Jonah Marais the synth bass, and Daniel Seavey the drums.
• Daniel Seavey, Corbyn Besson and Jonah Marais are the credited songwriters with Seavey also producing the song. Every tune on their debut album, 8 Letters, was entirely or partly penned by outside writers. "This song is the start of us showing the world who we really are and what we really can do," Seavey told Apple Music.
• Lyrically, the song is about that adrenaline rush you get when you fall in love. Sometimes, the feeling can be so intense that time seems frozen when you're with your romantic interest.
• The hardcore introduction samples the drums from Kanye West's Daft Punk-produced Yeezus track "Black Skinhead." Jonah Marais explained to Thomas Bleach:
  
  "When we were writing it we thought it would sound crazy with the type of drums from 'Black Skinhead,' and it fit so well! So in our wildest dreams we would just use the sample from that song, but then Kanye and Daft Punk were actually gracious enough to clear us using it. So that felt so cool and validating that they heard it and cleared the sample for us to use!"
• If the song title sounds familiar, you're probably thinking of "Falling," a track from 8 Letters. Upon the release of "Fallin'," the track name was changed to "Can't You See" on streaming services.