Timbaland wrote this song with Stephen "Static Major" Garrett, who co-wrote most of Aaliyah's other hits along with songs for Ginuwine ("So Anxious," "Pony") and his group Playa ("Cheers 2 U," "Don't Stop The Music").
In the December 2008 issue of Vibe
magazine, Garrett mentions that Aaliyah did not initially like this song and another Static wrote for her, "Try Again
." She recorded them both, though, and they became big hits for her. Aaliyah didn't write songs, but prided herself on being able to interpret them.