On a television program interview, Ingram stated that this song was a $50 demo done by ATV Music, composed by Barry Mann and Cynthia Weil. Quincy Jones called back and wanted Ingram to sing on his album.
The song is composed originally in the key of C major. The bridge modulates to the key of A flat major, moves to B major, and finally ends in D major.
The song featured in the 1982 film The Last American Virgin.
|Bass||Abraham Laboriel Sr|
|Percussion||Paulinho Da Costa|
|Background Vocals||Patti Austin|