“When I Grow Up” is the opening track and lead single off of The Pussycat Dolls second album, Doll Domination. The song was their first single following the departure of the group’s longest-standing member Carmit Bachar. Lyrically, the song speaks about the desire to be famous.

The single peaked at number nine on the US Billboard Hot 100.

The song was originally written for Britney Spears‘ sixth album Circus with the original Theron Thomas R. City demo leaking online and containing lyrics such as:

“My name is Britney and I don’t care what you say.“ “I swear that I was flippin’ at first / When they said I looked like Debbie Gibson / And then I tried to dance like Michael Jackson / But people saw me and started laughing.” “I would dress up like Madonna, would even try to sing like Cyndi Lauper / I would pretend I was a superstar, I never thought me being me would get me that far.”

Spears also filmed a cameo for the music video but was this was cut in the final edit.