In this song, Zach Bryan takes the perspective of an elderly woman who’s spouse, “Billy,” is losing his memory and slowly dying. The song ends with Billy’s death and a realization that Billy’s ‘heaven’ was their time together.

The name “Billy” specifically comes from Zach’s fiddle player.

My fiddle player’s name was Billy, he was leaving New York the same night my producer told me the story of his grandmother and grandpa.