"Cry Me a River" is a song by American singer Justin Timberlake for his debut solo album, Justified (2002). It was thought to be inspired by Timberlake's former relationship with singer Britney Spears. Jive Records released the song to contemporary hit and rhythmic radio in the United States on November 25, 2002, as the album's second single. Accompanied by an electric piano, beatbox, guitars, synthesizers, Arabian-inspired riffs and Gregorian chants, "Cry Me a River" is a funk, pop and R&B song about a brokenhearted man who moves on from his past.

"Cry Me a River" received acclaim from music critics, who praised Timbaland's production while calling it a standout track on Justified. The song earned several lists of best of the year and the decade (2000s), while Rolling Stone included it on their 500 Greatest Songs of All Time at 484. It won the Grammy Award for Best Male Pop Vocal Performance at the 2004 ceremony. The song peaked at number three on the US Billboard Hot 100 and Pop Songs charts and charted in the top ten in other countries. It was certified double platinum by both the Australian Recording Industry Association (ARIA) and the British Phonographic Industry (BPI).

Filmmaker Francis Lawrence directed the music video for "Cry Me a River" at 24860 Pacific Coast Hwy in Malibu, California. In the controversial video, Timberlake's character invades the home of his ex-lover and films himself having sexual activity with another woman. Spears alleged that the video was a publicity stunt, but Timberlake maintained that she did not inspire the production. In 2011, however, Timberlake admitted his breakup with Spears inspired the video. The clip won the awards for Best Male Video and Best Pop Video at the 2003 MTV Video Music Awards. Timberlake performed "Cry Me a River" on all seven of his major concert tours. The song has been covered by various artists without chart success.

Writing and production

Timberlake and Scott Storch wrote "Cry Me a River" with Timbaland, who produced the song. Storch found working with Timberlake easy because of the song's meaning. Reporters believed its lyrics were inspired by Timberlake's failing relationship with singer Britney Spears after the two split in late 2002. At the time, Spears was rumored to have had an affair with her and Timberlake's mutual friend, choreographer and songwriter Wade Robson. More than 20 years later, Spears confirmed she "made out with [Robson]" on one occasion after learning that Timberlake had cheated on her. Timberlake told MTV News, "I'm not going to specifically say if any song is about anybody. I will say writing a couple of songs on the record helped me deal with a couple of things. To me songs are songs. They can stem from things that completely happened to you personally or they can stem from ideas that you think could happen to you." In December 2011, Timberlake said that he had written "Cry Me a River" after an argument over the phone: "I was on a phone call that was not the most enjoyable phone call. I walked into the studio and he [Timbaland] could tell I was visibly angry." Timbaland recalled, "I was like, 'Man, don't worry about it' and he was like, 'I can't believe she did that to me' and he was like, 'You were my sun, you were my earth.'"

"Cry Me a River" was recorded at Westlake Recording Studios in Los Angeles by Senator Jimmy D, while Carlos "Storm" Martinez served as the assistant engineer. Jimmy Douglass and Timbaland mixed the song at Manhattan Center Studios in New York City. Timberlake arranged the vocals and was a backup singer alongside Timbaland, Marsha Ambrosius, Tye Tribbett, and Greater Anointing. The ad lib "Cry me, cry meeee" at the end of the song was among Ambrosius's contributions. Storch compared Timberlake's vocals on "Cry Me a River" to R&B and rock singer Daryl Hall. Larry Gold provided the string arrangement and conducting, while Storch and Bill Pettaway played the clavinet and guitar, respectively.

Release and response "Cry Me a River" was released as the second single from Justified. Jive Records serviced the song to contemporary and rhythmic radio in the United States on November 25, 2002. On December 23, three remixes were released as a 12-inch single in Canada and France. On January 5, 2003, the song was sent to urban contemporary radio stations in the US. It was released as a CD single in Germany on January 23. The single contains the album version of the song and the remixes on its 12-inch single release. A CD single, which included Johnny Fiasco's remix of the song and two additional remixes of "Like I Love You", was released on February 3 and 6 in the United Kingdom and Canada, respectively. "Cry Me a River" was released as a CD single in the US on February 18. The single features the album version of the song, its instrumental and four remixes.

Following its release, there was media speculation that Spears had written a song as a response to "Cry Me a River"; she denied the rumors, explaining, "You know, it's funny. I read that I wrote this song and I wrote these lyrics and that's not my style. I would never do that." Annet Artani, who co-wrote Spears' 2003 song "Everytime", stated that the song was written as a response to "Cry Me a River". When asked during an interview with Diane Sawyer on PrimeTime in 2003, if "Everytime" was about Timberlake, Spears responded, "I'll let the song speak for itself."

Composition and lyrical interpretation

"Cry Me a River" is a funk, pop and R&B song with instrumentation that features clavinet, guitars, beatboxing, synthesizers, Arabian-inspired riffs and Gregorian chants. The instruments are arranged into what critics described as a graceful and mysterious melody. Jane Stevenson of Jam! said the single combines gospel and opera. Tyler Martin of Stylus Magazine enjoyed the way that the song unconventionally mixed a range of experimental sounds. According to Martin, the wave synth affects the real strings to create an unusual dissonance. The song's chorus devolves into a choral reading in which Timberlake pleads over the group. "Cry Me a River" finishes with a Timbaland vocal sample heard during the chorus.

"Cry Me a River" is written in the key of G minor, in alla breve, with a tempo of 74 beats per minute. Timberlake's vocal range spans from the low note of C3 to the high note of B4. Billboard magazine critics called "Cry Me a River" a bittersweet song, in which the singer's "familiar tenor belting" is tempered with a soulful falsetto and a "convincingly aggressive rock-spiked baritone" rasp. David Browne of Entertainment Weekly labeled the song "a haunted, pained farewell".

Lyrically, the song is about a heartbroken man who moves on from his past. A Rolling Stone reviewer called the song a "breakup aria". According to Caroline Sullivan of The Guardian, "Cry Me a River" stands out for its "slow-building sense of drama", which highlights Timberlake at his "husky best". The song begins with the phrase "You were my sun, you were my earth", which according to Timbaland was Timberlake's inspiration to write the song. Tanya L. Edwards of MTV News observed that Timberlake was lied to and wronged, and said this is demonstrated by the lyrics: "You don't have to say whatcha did / I already know, I found out from him / Now there's just no chance." The chorus contains the lines: "Told me you loved me, why did you leave me all alone / Now you tell me you need me when you call me on the phone." Slant Magazines Sal Cinquemani called Timberlake's 2007 single "What Goes Around... Comes Around" an ostensible sequel to "Cry Me a River" both lyrically and musically. Jason Lipshutz of Billboard stated that aside from the presence of Timbaland's "fantastically cluttered production", the difference between "Cry Me a River" and Timberlake's 2013 single "Mirrors" is clear: "10 years ago, Timberlake was broken, and now he is whole".

Reception and accolades

"Cry Me a River" received widespread critical acclaim after release. Jane Stevenson of Jam! and Sal Cinquemani of Slant Magazine called it a standout track on Justified. Stephen Thomas Erlewine of AllMusic selected the song as a highlight in his review of Justified. Peter Robinson of NME described it as a "twisted epic" and "an acidic, filthy little song teeming with spite and retribution, with Timbaland's pounding." Rolling Stones Ben Ratliff viewed his production of "Cry Me a River" as exceptional. Denise Boyd of BBC Music felt that the song's lyrics play as large a role as Timbaland's production, unlike other songs on Justified. David Browne of Entertainment Weekly concluded that the song is "a genuine stunner" that should leave Timberlake's fellow 'N Syncers concerned that he truly may not need them any more.

John Mitchell of MTV News called "Cry Me a River" and "What Goes Around... Comes Around" "kiss-off songs", with Timberlake's revenge on Spears present throughout the lyrics. Idolator staff opined it is the sound of an artist who is "relishing ripping up people's perceptions of him as a sweet-natured teen heartthrob." VH1's Emily Exton wrote, "By stretching the boundaries of pop—and fusing it with notes of R&B, lots of electric goodness, and haunting choral vocals—Timberlake's kiss-off song instantly becomes more poignant, a pointed reaction to the hurt he's experienced by someone he once loved." According to Complex, the song "made people completely forget about 'N Sync and start asking what Timberlake would do next." The single won a Grammy Award for Best Male Pop Vocal Performance at the 2004 award ceremony. It was nominated for Song of the Year at the 2003 MTV Europe Music Awards. For Pitchfork Media, it was ranked the third-best song of 2003.

Retrospective lists Rolling Stone ranked "Cry Me a River" at number 20 on their list of the 100 Best Songs of the 2000s; a columnist for the magazine wrote that the real inspiration behind the song was the formation of the Timberlake–Timbaland team, "a match made in pop heaven". In 2012, the magazine placed it at number 484 on their list of "The 500 Greatest Songs of All Time". VH1 ranked "Cry Me a River" at number 59 on their list of the 100 Greatest Songs of the 2000s. The Daily Telegraph listed the song at number 40 on the "100 songs that defined the Noughties". In 2015, Spotify re-ranked Rolling Stones 500 Greatest Songs in two different lists. "Cry Me a River" ranked at number 14 on "by all Spotify users" and 10 on "streams from millennial users". In 2018, Rolling Stone ranked the song 46 on their list "The 100 Greatest Songs of the Century – So Far".

Commercial performance "Cry Me a River" debuted at number 44 on the US Billboard Hot 100 in the issue dated December 21, 2002, earning the Hot Shot Debut honor with 29.6 million audience impressions. On February 1, 2003, the single reached a peak of number three, becoming Timberlake's first solo single to reach that position. The song debuted on the US Pop Songs chart at number 37 in the issue dated December 14, 2002 and reached a peak of three on February 1, 2003. For the issue dated December 28, 2002, "Cry Me a River" debuted at number 75 on the US Hot R&B/Hip-Hop Songs chart. It reached a peak of 11 on March 8, 2003. It also peaked at number two on the US Hot Dance Club Songs, becoming Timberlake's second top-three song, after his debut single "Like I Love You" reached number one. As of August 2003, remixes of the single have sold more than 61,000 units in the United States. As of 2018, the song has sold 1.2 million copies in the country.