During a two-year hiatus, Timberlake resolved his feelings on being unable to record any new material, and as he returned to record some new music, he began collaborating with his longtime record producer Timbaland , alongside the latter's colleague Danja. The album's contents were produced at Timbaland's Thomas Crown Studios. Comes Around ". Many music publications considered it among the best albums of the s.
The song was produced following Timberlake's two-year hiatus from the music industry, when he felt "burnt out" after the release of his debut solo album Justified in After the release of his debut solo album Justified in , Timberlake thought he "lost his voice" in the sense that he did not like what he was doing. When he felt inspired to compose songs again, he did not choose to reunite with his former band 'NSYNC , although he considered it after his first record. The keys were played by Danja, who also provided the drums with Timbaland. The song contains a "rolling" synth bassline and "truncated" percussion, that according to Zuel, comes across as both "alluring and ever-so-slightly sinister".