Leon Payne wrote hundreds of country songs in a prolific career that lasted from 1941 until his death in 1969. He is perhaps best known for his hits "I Love You Because", "You've Still Got a Place in My Heart," and for the two songs Williams recorded: "Lost Highway" and "They'll Never Take Her Love from Me."

Williams cut the song on June 14, 1950 at Castle Studio in Nashville with Fred Rose producing and backing from Sammy Pruett (lead guitar), Jack Shook or Rusty Gabbard (rhythm guitar), Don Helms (steel guitar), Jerry Rivers (fiddle), and Ernie Newton (bass. The song was released as the flipside to Williams' own "Why Should We Try Anymore," but Payne's song outperformed the A-side, peaking at #5 ("Why Should We Try Anymore stalled at #9). As Williams biographer Colin Escott observes, "The message was clear: the public wanted brisk, up-temp juke joint songs. History might decide that Hank Williams was the finest writer and singer of 'heart' songs in all country music, but that wasn't what radio and jukebox audiences wanted in 1950."

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