Vernon recorded his lines in a separate recording studio than most of the album. Vernon described the studio as a "tiny black room". He would record a line in the room, and then shortly later West would come in and play back what was recorded, and then discuss what needed to be changed. They repeated that process a few times until the song was finished. Vernon expressed a positive opinion of working with West, and though he called West demanding in some ways, he appreciated West's enthusiasm for music and the creativity produced by the recording sessions. The song was recorded around the death of Michael Jackson and the event had an effect on the recording crew of the song, and certain aspects of the song are influenced by personal events that affected West throughout the years. In an interview with MTV, West said that the song was going to be the last featured on the album, and commented that "emotionally it just fit the crescendo of everything that I was saying and what I wanted to say to this girl. And it's also my favorite eight bars that I've ever written in my life. I think it's one of the greatest pieces of writing."