The song's lyrical focus is a woman conversing with an ex-lover of hers, "taunting" him by telling him to find another lover but warning him that "it's lonely out there".[2]
Background
The song is composed in the key of A-flat major with a main chord pattern of A♭-E♭-D♭9-E♭ on the verses, and A♭-E♭-Fm-D♭9-A♭-E♭-A♭ on the chorus. Tillis presented the idea to her then-husband Bob DiPiero, who helped her compose it on a classical guitar that was gifted to him by Neil Diamond. According to Tillis, DiPiero had "pretty much written it" when she took a nap, and then when she woke up with the song "I Can See Clearly Now" in her head, the two decided to give the song a similar sound.[3]