Over an acoustic guitar-driven melody, a vulnerable Benee lays her fears of her mortality bare. She worries about dying in a plane crash and lies awake at night fretting about her house catching fire. The New Zealander admitted to Apple Music that such is her anxious state of mind, she "can't go to a shop by myself without freaking out."
Benee recorded "Happen To Me" as the opening song on her debut album Hey U X, released on November 13, 2020 during the COVID pandemic. She told I-D it's her favorite track on the record as it's important to talk about mental health given the circumstances of the world in 2020. "I was in a pretty low place when I wrote this song," she added, "but I can look back on it now and see a lot of growth which is really nice."
Benee wrote the song with her producer, fellow Kiwi Joshua Fountain. He contributed towards all but one track on Hey U X.
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