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"All Too Well" was the first song written for Red. While collaborating with different writers on Red, Swift wrote the song along with Liz Rose. The song was inspired by Swift's ex-boyfriend Jake Gyllenhaal, according to some speculation.
Swift has said that the song was "the hardest to write on the album", saying "'it because it took me a really long time to filter through everything I wanted to put in the song without it being a 10 minute song, which you can’t put on an album. I wanted a story that could work in the form of a song and I called my co-writer Liz Rose and said, ‘Come over, we’ve gotta filter this down,’ and it took me a really long time to get it."
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