Songfacts®:

• One of Usher's early tracks, "Think Of You" was just his third single, included on his debut album when he was just 15. It finds him going through a breakup and dealing with conflicting feelings: He's always thinking about his ex, but knows it's best to move on.
  
  Usher was too young to be encumbered by these heartbreak beats but was considered far more mature than his age and asked to sing about them anyway, which he did. It didn't take him long to accumulate some scars; over the next several years we'd hear his confessions as he started writing about his real life.
• Usher was signed to the LaFace label in Atlanta but sent to work with Puff Daddy (Sean Combs) in New York City for his debut album. "Think Of You" was produced by Puff Daddy with Chucky Thompson, and written by Usher, Faith Evans, and Donell Jones. Evans was part of Puff Daddy's camp and sang on many of his tracks, including "I'll Be Missing You." Jones was a songwriter at LaFace who later became an artist at the label.
• The silky groove that forms the basis of this song is a sample of "Tidal Wave," a 1975 instrumental by the jazz musician Ronnie Laws.
  
  The "yes, yes y'all... to the beat y'all" vocal comes from Biz Markie on his 1987 Big Daddy Kane collaboration "Just Rhymin' With Biz."
• The video was directed by Hype Williams, who got great results with shiny outfits on dark backgrounds (see: "Get Ur Freak On" by Missy Elliott. Usher's love interest in the video is played by Taral Hicks, whose movie credits include A Bronx Tale and The Salon. Williams cast her in his 1998 movie Belly where she plays DMX's girlfriend Kisha.