Justin Timberlake Revs Up His Sex Machine

"I asked him if he could do five or six more 'Cry Me a Rivers,' " he says. "Tim is the kind of producer who doesn't back down from that kind of challenge." On a cold day in November, JT arrived in Virginia Beach. That night, with no lyrics, melody or plan, Timberlake, Timbaland and the producer's protege Nate "Danja" Hills created a classic called "What Goes Around."

The song started with Hills' keyboards and Timbaland's relatively straightforward drum pattern, which were layered with a recurring sitar figure, sublime strings and hooks that pile atop one another only to cascade into the chorus. Timberlake never writes down his lyrics, so he attacked verses, bridges and choruses in the vocal booth when inspiration struck. "Everybody knows he's talented, but this dude wrote that whole album without touching a pen or paper," Hills says. "I'm like, 'What type of shit is this?' I've heard stories about Jay-Z or Biggie doing that, but I've never heard of a singer doing that. I think it's some sort of superpower."

With lyrics like "I was ready to give you my name/Thought it was me and you, baby/And now it's all just a shame," "What Goes Around" seems like the sequel to "Cry Me a River," a final toss of dirt on the grave of his ten-year relationship with Britney. But Timberlake says that unlike on Justified, the lyrics on FutureSex/LoveSounds "are not autobiographical in any way - ["What Goes Around"] was written about somebody else." By which he means he drew on a friend's experience. "But I'd be lying if I said I didn't have the personal experience to, you know, relay the message," he admits.

The music Timberlake gravitates toward these days - the only place he sees "real songwriting" and forward movement - is rock & roll. (The drony guitar interlude that follows the song "LoveStoned" was inspired by Interpol.) "Everything else has a gimmick," he says. "These days, the names are bigger than the songs - people want to see pictures, videos, cameos, collaborations, fame association. . . . It's like some ubercool party that you can't get into." He thinks for a second. "Now, I know my name is on that guest list, but that's not what inspires me. There are a resurgence of bands that just want to be who they are. I love the fucking Strokes - 'You Only Live Once,' I couldn't get that fucking guitar riff out of my head for three months - the Killers, Arcade Fire, Radiohead. And you gotta give it up for Coldplay. Those are the bands that I'm into."

FutureSex/LoveSounds resembles vintage Prince much more than the Killers or Arcade Fire, but for "SexyBack," Timberlake was going for a David Bowie vibe. "I said, 'Let's take a stab at Bowie or David Byrne and see what we come up with,' " he says. "There's no doubt that it's a club record," he adds, "but there's a rock sensibility about it. It reminds me of 'Rebel Rebel.' " He also likens writing with Timbaland and Hills to a garage-band-trio mentality - essentially a drummer (Timbaland), a hook man (Hills) and a singer.