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"Phony Lullaby" / "Topbillin'" [Demo] - Response to Justin Timberlake's "Cry Me A River"


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Britney rejected "In The Zone" demo tracks "Phony Lullaby", originally intended as a response to Justin Timberlake's "Cry Me A River", and "Topbillin' Love", reworked track after the first one got axed, with vocals by Cathy Dennis and Karen Poole. 
 

It was recorded by Rachel Stevens (From S Club 7) and they renamed the song "Sweet Dreams My LA Ex". They also changed the chorus. The song peaked at #2 in the UK singles chart and was certified Silver (200 000 copies sold there).

 

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It was recorded by Rachel Stevens (From S Club 7) and they renamed the song "Sweet Dreams My LA Ex". They also changed the chorus. The song peaked at #2 in the UK singles chart and was certified Silve

Wow I always knew the second song sounded something that maybe Britney would do     Topbillin’ Love was reworked and it became a K-Pop girl group song called Choc

A response to CMAR in this vein would have been an iconic pop culture moment. I adore Everytime but this response would have been better.

I saw the title and almost straight away thought ' I wonder if baby boy/let go was actually her personal goodbye to justin/Kevin

She literally does a phone call in baby boy (with a bong 420 sound at 4 seconds in) ..sorry but the sound effect sounds just like smoking a bong (bubbling water) which could be a direct hint at kfed.. the song goes on to say you abandoned me, left me lonely but I will rise .. she even mentions kfeds new lover (ex partner) Hey baby, what time you gonna get home?
Oh, really?
[Sigh]
Alright, well, I'll see you later, then
Oh, wait
Would you mind getting some...
Yeah, when you come home
Yeah, that's it
I love you too
Bye

[Singing again]
Some day when you see my face
You will think that you have won
And some day when it's all away
Our love just begun
So why did you desert me, baby boy?
I thought that you, you were the one
So if you preferred the other one
She won't bring you the sun (son)

 

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And possibly in relation to justin.... or even kfed she recorded another song around the same time.. let go.. the lyrics are honest and raw ...shes saying goodbye to someone she once loved and trying to assure that person that this is the right decision for both of them..imagine being a teenager,  these accusations come up, the heartbreak that comes from it..neither britney or Justin 'won' ..same with kfed.. I think britney was just trying to draw a line in the sand and basically thought 'enough is enough,  im sorry things didn't work out how we wanted,  let's not punish each other and just value us for what we had' 

It's written everywhere
I've even read it in my script
But when I thought it wasn't fair
I felt it on my lips, let go
I don't wanna be the one
I think you already know, oh

The feeling of going down way too deep
Holding on
So you won't lose your feet
Sometimes you just gotta trust
You gotta take that leap
And let go
Gotta let go

I've got a feeling
By your look you're through
Oh no
What you're revealing
I sit and pray
And I will pull through, oh no yeah

When you let go
Of all you've known
The butterflies fly
And you will see the rainbows
And all the love
Everything will be shown
So let go
Let go

The touch of grass
The air
The sun it will rise
You will see so clear
It will bring tears to your eyes
Maybe everything will be alright
So let go
You gotta let go

I've got a feeling
Right now
You feel it too
Oh, oh
This little song
Might be the one
That will tell us what to do
Oh, oh, ooh, ooh

These tears are overflowing
And never knowing why
All these years we've been
We've been hurting
We have to look inside
And try
To let go

You gotta let go
To love, you gotta let go
If you really wanna love
You gotta let go

 

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I can see why britney turned down 'sweet dreams my la ex' 

She didn't ask for this..she wasn't ruthless,  she was hurt ..she genuinely needed love..unconditional love in 2004 ..it was obvious,  she unfortunately like most of us thought the person she loved would be the person forever.. she was younger and believed in true love.. she wanted a boyfriend/husband.. she wanted someone.

Shes so damn relatable.. when me and my ex gf split it took everything to get over her.. I wish I could just sit at a piano,  write and cry to really get over it... she did just that with everyday, baby boy and let go 

Such real songs..yet not immediately essential for an album..thats why I love her..she goes through pain on her own.. the only real heartbreak song she released was everytime.. and that's because it was a natural response to CMAR.. 

I think britney is so underrated when it comes to her artistry..Id love her to work with lily allen.. 

If britney recorded (lily allen songs)

-come on then (about tabloids calling britney bad, also refreences hate towards her dad... honestly lyrics are amazing listen to it) ..god i wish this was britneys song

- my one (**** song!! Listen!) A bop!!

- three - a song about your kids missing you,  because of fame.. britney has been denied so much time with her sons.. because of her father... honestly this song was meant for britney..its beautiful 

.. im not trying to promote lily allen but honestly  3 songs I wish britney recorded simply because it so represents britneys struggles

- come on then 

-three 

-littlest things

- my one (this song is about love and *** but its still an absolute bop about needing 1 person to come back to, after the fame) 

Honestly if you like britney I recommend these songs.. imagine britney singing it..

Come on then and three are literally based on britneys life in my opinion 

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3 minutes ago, Duff Man said:

I can see why britney turned down 'sweet dreams my la ex' 

She didn't ask for this..she wasn't ruthless,  she was hurt ..she genuinely needed love..unconditional love in 2004 ..it was obvious,  she unfortunately like most of us thought the person she loved would be the person forever.. she was younger and believed in true love.. she wanted a boyfriend/husband.. she wanted someone.

Shes so damn relatable.. when me and my ex gf split it took everything to get over her.. I wish I could just sit at a piano,  write and cry to really get over it... she did just that with everyday, baby boy and let go 

Such real songs..yet not immediately essential for an album..thats why I love her..she goes through pain on her own.. the only real heartbreak song she released was everytime.. and that's because it was a natural response to CMAR.. 

I think britney is so underrated when it comes to her artistry..Id love her to work with lily allen.. 

If britney recorded (lily allen songs)

-come on then (about tabloids calling britney bad, also refreences hate towards her dad... honestly lyrics are amazing listen to it) ..god i wish this was britneys song

- my one (**** song!! Listen!) A bop!!

- three - a song about your kids missing you,  because of fame.. britney has been denied so much time with her sons.. because of her father... honestly this song was meant for britney..its beautiful 

.. im not trying to promote lily allen but honestly  3 songs I wish britney recorded simply because it so represents britneys struggles

- come on then 

-three 

-littlest things

- my one (this song is about love and *** but its still an absolute bop about needing 1 person to come back to, after the fame) 

Honestly if you like britney I recommend these songs.. imagine britney singing it..

Come on then and three are literally based on britneys life in my opinion 

Sacred was a far better heartbreak track & it didn’t make the cut just because she says *******. I feel like she had the tools for the ultimate breakup record with Guilty, Everytime, Sacred, Shadow, & so many others in the vault. Glad In The Zone turned out the way it did though.

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59 minutes ago, Duff Man said:

I can see why britney turned down 'sweet dreams my la ex' 

She didn't ask for this..she wasn't ruthless 

I think britney is so underrated when it comes to her artistry..Id love her to work with lily allen.. 

If britney recorded (lily allen songs)

-come on then (about tabloids calling britney bad, also refreences hate towards her dad... honestly lyrics are amazing listen to it) ..god i wish this was britneys song

- my one (**** song!! Listen!) A bop!!

- three - a song about your kids missing you,  because of fame.. britney has been denied so much time with her sons.. because of her father... honestly this song was meant for britney..its beautiful 

.. im not trying to promote lily allen but honestly  3 songs I wish britney recorded simply because it so represents britneys struggles

- come on then 

-three 

-littlest things

- my one (this song is about love and *** but its still an absolute bop about needing 1 person to come back to, after the fame) 

Honestly if you like britney I recommend these songs.. imagine britney singing it..

Come on then and three are literally based on britneys life in my opinion 

I had to bump myself after hearing 'let go' again..this is britney behind the scenes and its pure art..

Again, im not trying to promote lily allen,  but these songs ..I hear the lyrics and all I want is britney to sing on them

Lily

-come on then (Aimed at tabloids and more importantly her father)

"Dont see me telling you what to do

Why do you scrutinise my every move

And what exactly are you trying to prove?

When what you say so far away from the truth.. yeah im a bad mother?? Im a bad wife?? Your saw it on the socials you seen it online.. if you go on record,  saying that you know me? Then why am I so lonely,  cuz nobody ******* phones me"

-three ... I can't even write the lyrics without getting upset to britneys situation..

Imagine britney singing "

You say you're going but you don't say how long for
You say it's work but I'm not sure
You say you love me, then you walk right out the door
I'm left here wanting more
Of course, there's lots of things I could be getting on with
I'm never short of things to do
This afternoon I made a papier mache fish, mum
I made it just for you
Please, don't go
Stay here with me
It's not my fault
I'm only three
I'm only three
I'm only three
I'm only three
I'm only three
I'm only three
My social calendar is busier than yours
I've been out making lots of friends
You can't play with us, 'cause you're always off on tour
One day I hope you meet them
Please, don't go
Stay here with me
It's not my fault
I'm only three
I'm only three
I'm only three
I'm only three
I'm only three
I'm only three
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2 hours ago, sjadeupdate said:

It was recorded by Rachel Stevens (From S Club 7) and they renamed the song "Sweet Dreams My LA Ex". They also changed the chorus. The song peaked at #2 in the UK singles chart and was certified Silver (200 000 copies sold there).

 

Thanks for posting it here!

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The lyrics of the song, written by Cathy Dennis, were inspired by Justin Timberlake's "Cry Me a River", which is believed to be aimed at Britney Spears, his ex-girlfriend.

Originally the song was written by Dennis for Britney Spears, who turned it down due to its subject matter. 

For her part, Spears actually passed on a somewhat snide comeback track called "Sweet Dreams My LA Ex" (which went on to be recorded by S Club 7's Rachel Stevens), and instead released the more reflective ballad "Everytime," which was reportedly a response to "Cry Me a River."

 

What's funny is Britney had no problem recording Why should I be sad that really shades Kevin. 

 

In the track 'Why Should I Be Sad' - which has been co-written by singer/producer Pharrell Williams - Spears makes references to her ex's love of cars, money and other women.

In one line she sings: "It just seemed that Vegas/ Only brought the playa out of you."

A source tells People.com: "The song is definitely about Britney and Kevin's relationship when they were married. Britney entertains the idea that she stayed home taking care of the kids while Kevin was out partying."

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11 minutes ago, Bundy said:

What's funny is Britney had no problem recording Why should I be sad that really shades Kevin. 

 

TBH, I feel it was mainly because of the realizations she had. Britney in 2003 was rebellious but she was still a forgiving person who tried to see the best in a lot of people, but by 2007 and after cutting her family off and divorcing Kevin, she likely realized how manipulative and terrible people can be. 

I've also read that she actually allegedly wrote Why Should I Be Sad with Pharrell, she just allegedly couldn't be credited due to legal reasons involving Kevin and Britney's situation. Not sure how true that is though but if it is, it'd make sense. 

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Wow I always knew the second song sounded something that maybe Britney would do

 

 


Topbillin’ Love was reworked and it became a K-Pop girl group song called Chocolate Love by Girls Generation and f(x) they made their own version that fitted their group and was used as a promotional song to endorse the new LG phone I think wow I low key had a feeling 

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10 minutes ago, BritneyJeanSpearsOfficial said:

Wow I always knew the second song sounded something that maybe Britney would do

 

 


Topbillin’ Love was reworked and it became a K-Pop girl group song called Chocolate Love by Girls Generation and f(x) they made their own version that fitted their group and was used as a promotional song to endorse the new LG phone I think wow I low key had a feeling 

Years before that, in 2004, another pop got her own version too:

 

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1 hour ago, Hooked-On-Knee said:

TBH, I feel it was mainly because of the realizations she had. Britney in 2003 was rebellious but she was still a forgiving person who tried to see the best in a lot of people, but by 2007 and after cutting her family off and divorcing Kevin, she likely realized how manipulative and terrible people can be. 

I've also read that she actually allegedly wrote Why Should I Be Sad with Pharrell, she just allegedly couldn't be credited due to legal reasons involving Kevin and Britney's situation. Not sure how true that is though but if it is, it'd make sense. 

I think it also has smt to do with the fact that Kevin was a ****ty hubby to her, like leaving her alone, partying with her money while she was pregnant, being photographed with other women, refusing to see her and the kids and once she filed for divorce, he tried to take more money off her using the kids and taking them away from her. He was horrible to her and after the divorce, he even had Lynne on his side. Justin was a douche who **** shamed her and bragged about having *** with her, he helped to destroy her good girl image, but Kevin was way worse using her for money, using her problems against her to take her kids from her so he could get more money off her. He really ****ed up her life. He was such a ***** that he has been using his lawyer since then when he wants to shade her publicly while he pretends to be father of the year. 

I think last time Britney has shaded Justin was in 2004 with Kevin. She never talked as if she regretted what they had. With Kevin she blamed him when Preston was like 3 years old and was already cursing, she said shed say to her younger self to never get married, she said chaotic was her worst career move and when she was talking about Preston wanting to be a DJ like Kevin, she did a shady *** face reaction lol I think she doesn't like him or respect him at all, but had to pretend to be ok with him all these years bc he has the boys custody. 

I never heard that about WSIBS, but that actually makes sense. What's funny is Pharrell is Justin's friend and Britney met Pharrell thru Justin. 

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11 hours ago, BritneyJeanSpearsOfficial said:

Wow I always knew the second song sounded something that maybe Britney would do

 

 


Topbillin’ Love was reworked and it became a K-Pop girl group song called Chocolate Love by Girls Generation and f(x) they made their own version that fitted their group and was used as a promotional song to endorse the new LG phone I think wow I low key had a feeling 

The f(x) version is sooo much better than Girls Generation’s version imo.

I think it was kinda for the best that Britney didn’t release Sweet Dreams My LA Ex/Phony Lullaby.

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