On the 10th anniversary of his No. 1 hit, Timberlake and his collaborators look back on the pop classic
Credit: Kevin Mazur/WireImage

In November 2005 Justin Timberlake entered Timbaland’s Virginia Beach studio to begin work on his second solo album, FutureSex/LoveSounds. It was the follow-up to 2002’s Justified, the multimillion-selling smash that proved the former *NSYNC member had solo-artist swagger like that other onetime boy-bander Michael Jackson. If Justified was Timberlake’s Off the Wall, it was FutureSex/LoveSounds that would be his Thriller. Released on Sept. 12, 2006, the record sold 9.2 million copies worldwide and became Timberlake’s first No. 1 solo album. Perhaps its biggest legacy: his Grammy-winning single “SexyBack,” a genre-busting dance-club banger that hit the top of the charts for seven weeks—and helped usher EDM sounds to Top 40 radio. Now, 10 years after the track was released on July 6, 2006, the key players reveal how they created a modern-day classic. Below, an excerpt of EW’s oral history on the track, which will be available online next week.

JUSTIN TIMBERLAKE: When Timbaland and I first sat down to create the record, we really did want to make a statement. That was the only MO. With me and Tim, the biggest rule in the studio is: How does the music make us feel? Does it excite you in that way? When people heard the rest of the album, even though “SexyBack” sounds so different, all of it would make sense.

JIMMY DOUGLASS, “SexyBack” Mixer: Danja and Timbaland would be side by side, and they’d feed Justin different stuff that they’d collaborate on. On this particular [song], Danja had a basic root idea: four-on-the-floor kick drum, which no one was doing those days. Back when they did disco [in the ’70s], the drummers, with their floor drums, would hit a beat on every beat in the bar—and they called it a four on the floor. Danja just happened to have that little feeling.

TIMBERLAKE: I was listening to a lot of [David] Bowie at that time—Ziggy Stardust and Diamond Dogs—and I played “Rebel Rebel” over and over again, like, 15 times the day before I wrote anything for “SexyBack.” We were interested in taking those new-wave synth sounds that were made popular by bands like Tears for Fears and the Human League and seeing how much R&B we could add to that sound. We wanted to take those synth sounds and make them arpeggiated, almost like what’s very common with EDM now.

DOUGLASS: Justin was like, “Maybe I’ll bring something back! Maybe I’ll bring sexy back!” That’s literally how it went down. We went about writing little ideas about club vibes.

TIMBALAND, Co-writer and Producer: Since Justin and me are such musically inclined people, I feel like he was trying something different and we didn’t know it would open up new doors. We were just changing rhythms and finding melodies that [felt] timeless when we played them.

DOUGLASS: If you listen to the hook of the song, it goes, “VIP/Go ‘head be gone with it.” When we were recording the vocal sound, Justin said, “Put some sort of effect on me,” and I grabbed the first thing I could find and I put some interesting distortion. Then Tim came back in and he just added his little extra “VIP” thing, “Take it to the bridge,” which makes the song totally humorous and meta. Justin, being the genius he is, said, “Let’s call it ‘SexyBack.'” If you listen to the song, you’ll realize “SexyBack” happens [three] times in the song. If you called the song “Go ‘Head Be Gone With It,” people would have missed the whole point.

DANJA, Co-writer and Producer: Justin was singing in a way we never heard him sing. We were awestruck. It made sense the title would be “SexyBack” and the phrase would only be heard a few times in the song. I remember that opening line. From conception it stuck.

TIMBERLAKE: To [paraphrase] Miles [Davis], jazz isn’t the notes, it’s the space between them. One of the most important things about “SexyBack” is the silence between [the notes]. I think really good dance music that I hear now captures that as well.

DOUGLASS: Once we cut “SexyBack,” everyone [in the studio] got really excited, and they would go to a local club at night to release some of the energy and celebrate the goodness of what we were making. When they came back from the club—and they were a little clubbed out, I’ll put it that way—they kept making me play “SexyBack” over and over again. They were just dancing around like crazy people, Justin and Timbaland and the entourage.

DANJA: I remember Cristal champagne. I had my glass, like, “Buddy up!” Tim had a chef there [in the studio]. I remember this lasagna he made and these frozen mojitos. It was almost like cotton candy. It was so sweet and good.

TIMBERLAKE: That’s the reason I had to go to the gym in the mornings. I wasn’t able to resist Tim’s chef’s food!

To continue reading the oral history of Justin Timberlake’s “SexyBack,” pick up this week’s issue of Entertainment Weekly, on stands Friday or buy one here.