Carey wrote this with Diane Warren, the acclaimed songwriter behind big ballads like Celine Dion's "Because You Loved Me
" and Aerosmith's " I Don't Want To Miss A Thing
." Before Rainbow
, Carey wrote all her ballads with her former songwriting partner Walter Afanasieff, but their relationship became a casualty of her divorce from Mottola due to Afanasieff's continued association with the music mogul. Carey reached out to new collaborators who were more in tune with her developing urban-influenced sound, such as R&B hitmakers Jimmy Jam and Terry Lewis, who produced this track. But she stuck with a pop master for her co-writer.
Carey described her relationship with Warren in a Yahoo! Music
interview: "We have our own different styles. Sometimes what she does is the opposite of what I do and I'll say, 'No, Diane, I hate that,' or 'No, Diane, we just said that word two lines ago. We can't say it again.' She gets really obsessive over stuff at times, but we get on with each other, so I can be very open with her like that. She very cool, funny, and unique."