‘Look at Us’ by Vince Gill: How the ‘Pocket Full of Gold’ Cut Came to Be

by Atlanta Northcutt

Behind every great song is a story waiting to be told, and sometimes it takes more than two storytellers to get the job done. “Look at Us” is one of those special songs where Vince Gill needed to team up with another talented songwriter to give the song a little extra something special.


In March of 1991, Vince Gill released his fourth studio album Pocket Full of Gold, which included the single “Look at Us.”

Vince Gill and His Love for Co-Writing Songs

“I really enjoy the co-writing, the camaraderie. I like being with people, period. It’s great to have somebody else’s brain to bounce ideas with. I can have a song two-thirds finished and still call in a co-writer to help finish it,” Gill explains in an interview with American Songwriter.

Vince Gill’s had the ability to work with a wide variety of Nashville’s best writers. Two talented musicians working together is often how many of the greatest songs are created.

“They might see a different angle, or just to get the idea (from them). I could probably finish it, but I like to get together with somebody and team up to finish,” he continues. “I don’t know why. It’s a lot harder when you sit down with somebody to write and just pull something out of the blue. It’s better for me to have a part of the song written.”

“Look at Us” Gets a Little Help From Max D. Barnes

When it came to the hit song, “Look at Us” off his Pocketful of Gold album, he reached out to Max D. Barnes.

Max D. Barnes is well-known in the country music world for writing top songs for top musicians. Barnes was inducted into the Nashville Songwriters Hall of Fame in 1992. He continued providing some of the biggest names in country music with songs and lyrics which would gain awards and a large amount of airplay in the 70s, 80s, and 90s.

“I had pretty much two verses done and the whole theory of the song done, but I played it for Max and he gave me a different angle for the second verse,” says Vince. “And we wrote a bridge, and it took the song to a whole better level than I would have thought of on my own. That’s when it’s really neat to co-write.”

The two men knew what they were doing. “Look At Us” was released in September 1991 as the third single from the album. Both Vince Gill and Max D. Barnes were labeled as the songwriters.

The single ranked No. 4 on the Billboard Hot Country Singles & Tracks chart. Countless artists, including John Prine, have covered the song.

Legacy of a Legendary Country Songwriter

In 2004, Max D. Barnes died of complications from pneumonia at age 67. Previous to his death, Barnes was one of the top writers to collaborate with. He had worked with Waylon Jennings, Conway Twitty, George Jones, and many other famous names in music.

Other writers think highly of Barnes for many reasons.

“He just has such a whole, great perspective on lyrics, on everything. I fancy him one of the true great country songwriters.” Gill explains. “We have a great time writing.”

Barnes had his own way of explaining why he wrote country music so well.

“I try to write so there’s no confusion,” he said. “Country music is for ordinary people. That’s what I am, and I don’t ever want to get above that.”