Britney Spears Releases 2001 Justin Timberlake Duet "She'll Never Be Me"

Britney Spears has released "She'll Never Be Me", a song written and recorded in 2001 with Justin Timberlake and shelved for more than two decades. The track arrives as part of the 25th-anniversary edition of her third studio album, Britney, due November 6 with five additional songs.

Spears recorded "She'll Never Be Me" during the sessions for Britney but left the track unfinished and scrapped it in favor of other songs. The album's producer, Alex Greggs — credited as Riprock 'n' Alex G — built a record that is funky, erratic and distinctly 2001, clearly created in a post-"Oops! … I Did It Again" pop world.

Why was the song shelved for 24 years?

Greggs explained the backstory on The Original Doll podcast in 2022. "The song didn't go on the album not because the label didn't like it. There was just way better stuff to go with," he said. Britney went on to yield the hit "I'm a Slave 4 U" alongside fan favorites including "Overprotected", "I'm Not a Girl, Not Yet a Woman" and "Lonely". Timberlake also wrote and co-produced the album's deep cut "What It's Like to Be Me".

Timberlake sings background vocals on "She'll Never Be Me", which builds around the pair's stacked voices. "Sometimes people don't hear Justin's voice until I tell them. I said, 'You don't hear that Justin's in the back?'" Greggs recalled. "They blend in there very well together. It's kind of a shame that they never really got to do more. It would have been cool to have that kind of sweetheart duet."

At the time of the recording, NSYNC were still active. "It wasn't the right time," Greggs said. "But if they continued to be together, I'm sure it would have happened and it would have been a really cool thing."

What happened between Spears and Timberlake?

Spears and Timberlake dated from 1999 until 2002. In her 2023 memoir, The Woman in Me, Spears wrote that the breakup left her "devastated" and that she considered leaving her music career behind altogether.

Her actual departure from the industry, however, had other roots. In 2021, a court ended the 14-year conservatorship that had placed her finances and career outside her control. "Not doing my music anymore is my way of saying 'Fuck You', in a sense when it only actually benefits my family by ignoring my real work," Spears said after the arrangement ended.

Is Spears back in the studio?

Not necessarily. Two years ago, Spears declared she would "never return to the music industry" — and she has held to that. Earlier this year she sold the rights to her music catalog to the independent publisher Primary Wave for an undisclosed sum.

The November 6 reissue means the archive keeps speaking even as its author stays silent: five previously unheard or unreleased tracks, anchored by a duet that captures the moment two of pop's biggest stars were at their closest.