Justin Bieber linked up with Kenny "Babyface" Edmonds for this acoustic ballad. Babyface is known for his R&B production and songwriting, in particular for his contribution to the creation of new jack swing in the late 1980s. Justin revealed in a radio interview that this is his favorite song on Believe. The romantic song finds Justin singing about the butterflies in his stomach he feels for a female pal. The Canadian star is surely thinking of his now-ex-GF, Selena Gomez, whom he was friends with before they started dating.

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