Jay Sean penned the song during a late night recording session in Miami's Hit Factory Studio. He told Billboard magazine: "The news was on, everything was depressing and we were like, Look at this man - everything's so down in the dumps. Why don't we write a song to take everyone's mind away from being down?" (Source Down Songfacts).
Baby are you down down down down down, down, down
Even if the sky is falling down, down, down
You oughta know, tonight is the night to let it go