According to Seger the song was inspired by a motorcycle trip he took to Jackson Hole, Wyoming. He stated:
I wanted to do that for a long time. It was fascinating being out. The first night it was 42 degrees in northern Minnesota; the second it was 106 in South Dakota and all I had on was my shorts, and my feet were up on the handlebars to keep them from boiling on the engine. It was just silence and feeling nature.