Due to the pressure from the music executives and heavy work schedule, Clarkson began to have erratic experiences while performing in her Breakaway World Tour.^[1] She recalled,

"Everything caught up with me in a bad way. My body was wearing down, and my emotions were wearing down. I was trying to get over someone. I hadn't seen my friends and family for a while, and it was becoming a nuisance [to see them] because I was so busy. I was traveling, and then there was more added to the schedule. It just got chaotic. I was 24, and that is pretty young to be the boss of so much. And it caught up with me. I couldn't smile. I couldn't do anything. I broke down. I cried so much I couldn't speak. I was that tired. I was drained. I didn't want to act, didn't want to smile -- I didn't want to pretend. I just broke. ... It was the lowest point of my life and my career."^[1]

During this period of time, She began to write tracks with her band members for a potential studio album, calling it "free therapy". One of these songs, "Be Still", was co-written with her guitarist Aben Eubanks, and was included in her third studio album, My December, which was ultimately released in 2007.

Written in the key of D major,^[2] "Be Still" is a folk blues ballad.^[3] Clarkson's vocal range in the song spans from D₄ to B₄.^[2] In this song she tells a lover to just be still and enjoy the moment. The song is named after one of her favorite Bible verses: Psalm 46:10 ("Be still, and know that I am God").^[3] Clarkson explained, "It's all about stopping things, slowing down to appreciate life. Everything just goes so fast, especially in this business. There's just no time to be alone for a moment of quiet. That's why I don't live in Los Angeles and have always lived in Texas. It's about getting away from the rat race and carving out a space for yourself." She compared the song to tracks recorded by Sarah McLachlan, Norah Jones and Bonnie Raitt, and Christine McVie.^[3]

"Be Still" has received generally positive reviews from music critics. Bill Lamb of About.com praised it as "one of the most gorgeous ballads Kelly Clarkson has yet recorded."^[4] Matt Richenthal of TV Fanatic described it as "a gentle, almost jazzy lullaby whose lyrical phrasing echoes Edie Brickell, of all people."^[5] Sean Paul Mahoney of Blogcritics described it as "heart-wrenching".^[6] Gil Kaufman of MTV wrote in his review, "The spare ballad "Be Still" is about getting a new start. Over a trip hop beat, subtle acoustic guitars and some glitchy-sounding electronics, a wounded Clarkson sensuously croons about being strong and picking yourself up when you fall down."^[7] Chuck Taylor of Billboard remarked that "Be Still" "offers acoustic relief from the onslaught more than halfway through the (My December) set."^[8] Spence D. of IGN referred to it as a "standard issue balladry", adding: "acoustic guitars and Clarkson's mellifluous vocals lilting with a sense of melancholic serenity." But also became critical about the song's transition from "Haunted". He remarked, "The fact that she continues to smash an angry number right next to a quiet one is a transitional mistake that creates a somewhat jarring sensibility."^[9] Roger Friedman of Fox News wrote that "Be Still" "is an effective ballad. But the lyrics deteriorate pretty quickly into an accusatory tone that permeates the album."^[10]

Credits adapted from My December liner notes.^[11]

Personnel