After the success of her urban crossover album Daydream, Carey began exerting more control over the creative aspects of her career. In doing so, she began pursuing a more hip-hop oriented sound, something very different from anything she had recorded previously. However, she was still writing ballads with Afanasieff, but began looking for more hip-hop/R&B producers to helm part of her new project. Carey began working on the song, recorded in February 1997, with Q-Tip. They brought the lyrics, samples and melody over to Puff Daddy who, as a producer, had just earned his second number-one single on the Billboard Hot 100 with "Mo Money Mo Problems." Due to reports of Puffy's overbearing nature, Carey recorded her vocals separately, until she gave him a few demos to choose from. Puffy explained why Carey recorded her vocals separately, and his feelings regarding having worked with her:
