Songfacts®:

• Justin Timberlake wrote this with Wade Robson, who is best known as a choreographer, but has also written songs for 'N Sync, The Backstreet Boys and Britney Spears.
• The song is about a breakup, with Timberlake singing about how he misses the girl. >>

  Suggestion credit:
  Donovan Berry - El Dorado, AR, for above 2
• Justin Timberlake originally wrote this slow jam for Michael Jackson, but when Jackson's team turned it down, 'N Sync cut the record instead. "It was one of those songs where, it felt a little more personal to me, because I had written it for the biggest artist of all time," he said during an episode of Oprah's Master Class.
  
  "I guess Michael did hear it, and called me on the phone and said that he wanted to cut the record, but he wanted it to be a duet between himself and I," he continued. "And I said, 'Well, it's already out, we've already cut the song as an 'N Sync record ... could we do, like, an 'N Sync featuring Michael Jackson, or Michael Jackson featuring 'N Sync?' And he was very absolute about the fact that he wanted it to be a duet between himself and I."
  
  Timberlake added that he'd never really entertained thoughts of becoming a solo artist before his conversation with Jackson. "I think it's the first idea that I ever got about doing something on my own because it was the first time I ever really felt the confidence to do it," he explained.
• Justin Timberlake was going out with Britney Spears at the time. He was inspired to write the lyrics when she was at the beauty salon and he started to miss her.