The second single by Justice, and the first from their album †. It includes an edit and extended versions of “D.A.N.C.E”, a rougher mix in the style of their earlier releases, “B.E.A.T”, and the track “Phantom” which was previously issued in limited quantities twice on 12" vinyl preceding the release of “D.A.N.C.E.”.

According to the duo, they were huge Michael Jackson fans and therefore decided to dedicate this song to him. The song recites numerous Michael Jackson songs including “P.Y.T. (Pretty Young Thing)”, “Black or White”, “Workin' Day and Night”, and “Whatever Happens” along with the Jackson 5 song “ABC” and Michael Jackson’s album Music and Me. The intro of the song contains a sample the outro of Britney Spears' and Madonna’s “Me Against the Music”. Vocals are provided by the London based Foundation for Young Musicians choir. Swizz Beats sampled the song for “On to the Next One”, from Jay-Z’s The Blueprint 3 album.