Songfacts®:

• This song about the desire for fame was produced by Rodney Jerkins ("If You Had My Love" by Jennifer Lopez, "The Boy Is Mine" by Brandy & Monica, "Deja Vu" by Beyoncé). It was the lead single from the second Pussycat Dolls album, Doll Domination, which ended up being their last. The album was released in 2008 and on the subsequent tour fissures formed as lead singer Nicole Scherzinger continued to be the focal point in performances and media appearances. They broke up in 2010, and a reunion attempt in 2019 didn't get very far.
• Pussycat Doll Nicole Scherzinger explained this song to MTV: "All of us started with a dream. I know when I was young, and I would sign people's notebooks, I wrote, 'Remember me when I'm famous,' and I don't know of a little kid who hasn't aspired to be someone. The lyrics go, 'When I grow up, I wanna be famous, I wanna be a star, I wanna be in movies,' but there's a twist at the end, because it says, 'Be careful what you wish for, because you might just get it.'"
• Britney Spears, herself a high profile casualty of fame, shot a cameo for the song's video, but it was dropped from the final edit. It would have been the second time that the "Toxic" hitmaker had performed with the Dolls as Spears had previously joined them on stage during a private performance at her older brother Bryan's birthday party in 2004.
  
  Joseph Kahn, who was also the mastermind behind many of Spears' own videos ("Toxic," "Stronger," "Womanizer," "Perfume") directed this. He would also take the reins for the Pussycat Dolls' "I Hate This Part."
• Rodney Jerkins wrote this with the songwriting brothers Theron and Timothy Thomas, who go by the name of Rock City. The song samples the main riff of The Yardbirds 1966 track "He's Always There," which was originally on their Roger the Engineer album. Because of the sample, that song's writers - Jim McCarty and Paul Samwell-Smith - also receive writing credits on "When I Grow Up." >>

  Suggestion credit:
  Bertrand - Paris, France