Next frontman Robert “R. L.” Huggar is proud to have made the Rembrandt masterpiece of boner songs.

“I take a lot of pride in being able to cleverly say something that fooled the world,” he says. “And had every radio station playing it before they realized what it was about. It’s a beautiful thing.”

The second single from the R&B trio’s 1997 debut album, Rated Next (following the slept-on gem “Butta Love”), “Too Close” became an instant basement/BBQ/prom smash that thrust its three Midwestern members—Huggar, Raphael “Tweet” Brown, and Terry “T-Low” Brown—into a legitimately hot spotlight.

In essence, Next blessed us with a song about public grinding—basically, an explainer about party boners as foreplay—and gave it mass appeal. In April 1998, “Too Close” went to No. 1 on Billboard’s Hot 100. It spent five weeks in that position, and at the end of the year, Billboard ranked it at No. 1 on its list of the biggest pop songs of 1998. At the end of the decade, Billboard also ranked it at no. 16 on their list of the most popular songs of the 1990s.

On radio, too, the impact was instantaneous. What’s impossible to gauge is how many fans got lost in a melody so slick, it was easy to miss the theme altogether.

In retrospect, the lyrics are far from subtle. T-Low kicks off the first verse with: “Oh the songs on you requested / You’re dancin’ like you’re naked / Ooh, it’s almost like we’re sexing.” But tell that to my premature 14-year-old ears. “I knew I was trying to be slick, but I was so surprised that it took people so long to get it,” says R.L.

The comically relatable concept, about dudes sporting crotch bulges on the dancefloor, started in the home of the song’s producer, Kay Gee (yes, that Kay Gee from Naughty By Nature), in Jersey. R.L. and the song’s co-writer, Tweet, recall having a phone conversation (to further date this, it involves a cordless phone) with women they’d met at a local club. “They were telling us about how they go to the Peppermint Lounge in New Jersey and dance up on guys to see what the guys were working with,” R.L. remembers.

Tweet has a similar recollection. “I asked a question: ‘Do you guys ever notice that a guy gets aroused on the dancefloor?’ And the girls said, ‘Yeah, sometimes we do it on purpose,’” he says. “'Most guys are embarrassed when it happens.‘ So then we asked, ‘If it does happen, does size matter?’ They were like, ‘Uh, yeah.’ It seemed like the song wrote itself.”

As songwriters do, R.L. and Tweet took the inspiring hard-on conversation into Kay Gee’s studio and quickly tossed around ideas, writing the eventual hook for “Too Close”: “Baby when we’re grinding / I get so excited / Ooh how I like it / I try, but I can’t fight it / Oh you’re dancing real close, plus real, real slow / You’re making it hard for me.”

“R.L.’s a horny dude. I thought it was clever,” says Kay Gee, comparing the cunningness of “Too Close” to the ambiguity of Naughty By Nature’s “O.P.P.” The magical lyrics poured out like you-can-guess-what, as Kay Gee played a loop of Kurtis Blow’s “Christmas Rappin'” in the background. Blow’s classic sample made for a perfect bouncy intro.

“I had it sampled and ready to go when [producer/engineer] Darren Lighty came in,” says Kay Gee. “While we were sitting there, R.L.’s sitting right behind us writing.” Tweet wrote the harmony sung by Vernell Sales of Koffee Brown: “Step back you’re dancing kinda close / I feel a little poke coming through / On you.”

Initially, Next fought against “Too Close” as a single, but mainstream success was destined. “After ‘Butta Love,’ I wanted the second single to be a record called ‘Stop Drop & Roll’ because we had these fun dance moves,” says R.L.

Tweet adds, “We didn’t think that would be a big hit. That showed our lack of knowledge.”

The A&R team at Arista had another plan. “All the guys at Arista were like, ‘“Too Close” is gon’ be our pop record,'” says Kay Gee.

As for the “poke” from behind, both the concept and words flew over young heads. This was especially the case hearing it on the radio without R.L.’s opening line: “I wonder if she can tell I’m hard right now.” The lyrics inevitably got botched. “They always say, ‘Baby no more crying’ or something like that,” says R.L. “Which is fine. The melody’s so strong it never really messed it up. It’s a record about not taking yourself too seriously, dancing, sweating, having a good time.”

HOT 97’s Ebro In The Morning co-host Ebro Darden, who worked in programming at Sacramento’s 103.5 The Bomb during the apex of “Too Close,” remembers playing a sterilized cut of the song. “We used to laugh about it being a dick-hard song,” says Ebro. “I think there’s people just figuring it out right now. That joint was going in every club, and dudes was having no shame trying to throw it up on somebody’s booty cheeks.”

Last year, Nicholas Fraser’s “Why You Always Lyin'” meme renewed the song’s millennial relevancy. “I have a 15-year-old daughter who didn’t even know I produced it,” says Kay Gee, incredulous. It’s a credit to its timelessness that we barely even notice its ubiquity.

“R.L. and I, being the writers of the song, we get a breakdown of where it’s playing: Latvia, China… It plays in Slovenia,” says Tweet. “Places I’ll never probably go in my life, but the music is there.”