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TLC reveals 'Waterfalls' almost didn't happen

T-Boz and Chilli look back on the making of their biggest hits

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On the eve of their final album, TLC (out Friday), Tionne “T-Boz” Watkins, 47, and Rozonda “Chilli” Thomas, 46, look back on the hits that made them a ’90s girl-group powerhouse with the late Lisa “Left Eye” Lopes.

“Ain’t 2 Proud 2 Beg”

1991

“I remember Dallas [Austin, the producer] deciding to let Lisa’s rap be the hook instead of us singing,” recalls Chilli of recording their debut single, which hit No. 6 on the Billboard Hot 100. “When she did that line ‘Two inches or a yard, rock hard or if it’s sagging,’ it was a wrap. We were tripping because it was so genius of her to come up with something like that. That’s basically what that song is all about: [A man could be endowed] with two inches — or it could be a yard. You ain’t too proud to beg for that.”

“Creep”

1994

“Dallas actually wrote this song [based on my] personal situation,” says T-Boz of the hit, in which a woman retaliates against her boyfriend by cheating. “I had this longterm boyfriend, and he just wasn’t acting right. And then there was this other guy that happened to be Dallas’ friend, and he started showing me attention. [So] I told my then boyfriend, ‘Well, if you were where you were supposed to be at, then he couldn’t be in your spot.’”

Lopes didn’t approve of the lyrics condoning infidelity: “At the time she was in a relationship, and they had their [issues] about cheating,” T-Boz explains.

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“Waterfalls”

1994

The group’s defining song (and music video) hit No. 1 on the Hot 100 in 1995 and earned them four VMAs — but it almost didn’t happen. “Clive [Davis, then head of TLC’s label Arista Records] didn’t like this song, and we had to beg L.A. [Reid, cofounder of Arista joint label LaFace Records] to believe in it and to believe in the video and our vision so that we could get the budget,” says T-Boz. “And to date that’s our biggest song. A lot of people with HIV/ AIDS — it was really becoming a big epidemic back then — we were their voice. We always wanted to stand for something and speak up about things that were important.”

RELATED: How well do you remember the lyrics to TLC’s ‘Waterfalls’?

“No Scrubs”

1999

“She’kspere, the producer, was playing us some tracks because he wanted to get on [FanMail],” says Chilli. “Once I heard the first verse I was like, ‘That’s the one right there!’ It was so cool because lyrically it definitely fell in line with things that we talk about when it comes to girl power and all that kind of stuff about the dudes. I had heard the term scrub here and there before, but it wasn’t very popular. But it did become popular once the song came out.”

“Unpretty”

1999

“I was feeling down because I had just gotten out of the hospital [for sickle-cell anemia treatment],” says T-Boz, who was diagnosed with the disease as a child. “I was really bruised and frail because I had lost a lot of weight. My boyfriend went out, and I felt like I shouldn’t have to ask him to stay. It prompted me to write a poem. Dallas took the poem and converted it to a song. I didn’t realize at the time that so many people felt the way I felt, but it came to help inspire people.”

“Way Back”

2017

“To me it sounds like the 2017 backyard boogie, and I say that because it has the West Coast feel and Uncle Snoop [Dogg],” says T-Boz of this standout track from their new album. “Everybody has that feeling — I don’t care if it’s a family member or a friend — that no matter how long it’s been since you’ve seen each other, when you do, it’s just like yesterday. You remember your good times with that person. And that’s that good feeling that we were going for when we wrote it.”