It was produced by production team The Underdogs and written by R&B singer-songwriter J. Valentine.

A music video for the single, directed by frequent collaborator Chris Stokes, was made and featured Omarion looking back on his relationship with his ex-girlfriend (played by Danielle Polanco).

He reminisces about the times they spent together and how on two occasions of looking at another woman and answering his cell phone while making out irritated her and left him.

Omarion exits his car to enter her house and the video ends with "to be continued...".

The ex-girlfriend is played by Danielle Polanco, who previously appeared in his video for "Touch".