Band members Peter Beckett and J.C. Crowley were both feeling pangs of remorse for breaking up with their girlfriends when they sat down and let their emotions pour out on this pleading tune. "There was so much personal feeling in the song that we knew we had something special," Beckett said. Although the song was a commercial hit, critics charged that it was a blatant rip-off of other artists' songs — though they couldn't agree which artist Player had robbed. "Just call it rock 'n' soul," said bass player turned soap star Ronn Moss. "We pull from the best of both worlds."