I was working with Grammy nominated artist, Meredith Brooks and Jennifer Love Hewitt on her fourth album, "BareNaked" as a co-producer. Meredith suggested we go for a song that had the integrity of Bob Dylan with a modern pop vibe. In two hours time, I completed the track with Guy Erez (bassist for Alan Parsons Project, Miley Cyrus) and Emerson Swinford (guitarist for Rod Stewart, Liz Phair, Paul Oakenfold, Natalie Cole).