This sultry song is a different sound for Cole, whose big hits from the album were "Where Have All The Cowboys Gone?" and "I Don't Want To Wait." "I wrote 'Cowboys' thinking how there's just not a lot of wit and humor coming from a woman's perspective, and after loving and listening to a lot of Prince and soul music like Al Green, I felt like there weren't a lot of songs written by women and divulging a little bit about their sexual feelings, and I felt like that needed to be expressed for me and for other people," Cole told Songfacts. "Men appreciate that song so much. After concerts, a lot of people take that song home with them, if you follow."
The bass on this track came courtesy of Tony Levin, who toured with Cole on Peter Gabriel's Secret World Live tour in 1993. Cole was a backup singer for Gabriel on this tour and came to the front to duet with him on "Don't Give Up."
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