This was one of a number of songs that Madonna wrote with her frequent early '90s collaborator, Shep Pettibone, following her best-selling 1992 album Erotica. However, the Queen of Pop abandoned the project and instead made a record, Bedtime Stories, with different producers. As Madonna had songs she didn't want, her demos were passed around and Gary Barlow took this one, shortening it and making the tune somewhat faster.
The song was released as Gary Barlow's second solo single after the breakup of Take That. It reached #1 in the UK, becoming the first song penned by Madonna to hit the top of the charts for another artist. The track also peaked at the summit in Spain.
The single was listed as a double A-side in some countries with Barlow's cover of Roachford's 1989 hit tune "Cuddly Toy (Feel For Me)."
"What's Up" by 4 Non Blondes has endured as one of the most popular songs of the '90s, but it wasn't a huge hit at the time and the band split after one album. Frontwoman Linda Perry went on to write hits for Pink and Christina Aguilera.