Songwriters Vincent Brantley and Rick Timas wrote this #1 R&B hit specifically for New Edition, but because they couldn't get a hold of a label exec to put them in touch with the boy band, it didn't reach them until an older group unsuccessfully recorded it first. Lucky for Brantley and Timas, record execs have to eat sometime. The duo took a break during a late-night songwriting session to go on a food run when they happened to spot the very person they hadn't been able to track down for a meet with New Edition: MCA's vice president, Jheryl Busby. They followed Busby to a diner in South Central Los Angeles and sprung the song on him. Brantley told Billboard magazine: "We had the tape right there... I began to sing the song over the tape while the cassette played. He liked the energy and he asked us to come by Ray Parker Jr.'s studio the next day to play the same song for [New Edition's] manager, Bill Dern." Not only did Dern love the song, but he decided to let the team produce it.
This was one of the first commercial R&B hits to feature a rap interlude. Brantley recalled: "They were listening to Run-D.M.C. and all these rappers. They were trying to imitate other rappers. We decided [to] put a little rap thing in the song, which wasn't a thing then - it was a pioneering move."
Ralph Tresvant handled lead vocals on this, singing about wanting to let himself fall in love despite his friends telling him to "cool it now."
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