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On paper, there's no reason Justin Timberlake's solo debut should have made the lasting cultural impression it did. A mop-topped, squeaky-clean boy bander with a falsetto like a just-weaned puppy, desperate to shed his sugarcoated past for an all-grown future in booty-shaking, bedroom-voiced R&B with a cringe-inducingly titled album of hip-hop-hued songs possibly about his breakup from another member of teen pop royalty? Sounds like a guilty pleasure at best, a forgettable (if bank-making) one-off at worst.

But something about Justified spoke to a pop audience thirsting for a funky-fly dance pop that bridged the gap between the teenybopper pop and dance-club-friendly hip-hop of the era. J.T. not only justified Justified, he pulled off a modern pop classic that still feels fresh a decade later. Moreover, he got a haircut, adopted a new performance of hip-hop-approved masculinity and executed a near-effortless transition into grown-up soul pop stardom so full-fledged, it's hard to even remember him as the curly-haired former Mickey Mouse Clubber.

Of course, part of the reason the new J.T. was such a successful experiment was that he didn't do it alone. Justified is what it is in large part because of the sheer talent Timberlake managed to assemble for it, including a cooing duet with Janet Jackson (pre-wardrobe malfunction!), a guest shot from the elusive Clipse and vocal production work by Brian McKnight. And then there were the producers: The Neptunes' easy, dude-friendly beats, at once enviably chic and accessible, made instant hits out of winning, pitch-perfect pop cuts such as "Like I Love You" and the utterly charming "Señorita."

But it's Timbaland who steals the show, unleashing a deluge of his fiercely layered, fascinatingly inventive, shuffle-n-rolling beats that bolster Timberlake's winsome falsetto on the album's best tracks. The Janet Jackson track, "(And She Said) Take Me Now," is a fat, ferocious slice of funk, while the slurring symphony of hiccupping handclaps and finger-pops on "Right for Me" is one of the album's best but least-known tracks. And then there's "Cry Me a River," a pop opera of popcorning beats, staccato drama and swelling waves of sound that Timbaland masterfully conducts like he's calling up the sea around J.T.'s brokenhearted fire. Why did pop music ever stop sounding like this? No, really. Why?

Justified marks the beginning of a beautiful friendship in which Timbaland plays Quincy to Justin's Michael, but the Off the Wall parallels don't end there. J.T. makes no bones about channeling his inner M.J., from his predilection for hip-cocking funk pop to his popping hoots and hees, from that deceptively fragile falsetto to his fly dance moves. In fact, another significant factor in this album's shelf life is the fact that Timberlake makes no bones about any of the touchstones here: various eras of Michael shimmy up to bits of Stevie Wonder, Marvin Gaye, Prince, George Michael and Boyz II Men, among others. Situating himself in a long line of commercially viable, critically beloved soul pop singers (with killer falsettos) is an important part of his project. This aural pedigree works to establish the cultural significance of Justified, and Timberlake's legitimacy as a viable solo artist.

Perhaps more importantly, however, his musical lineage provides the nuts and bolts with which Justified goes about building an authentic masculinity for this former boy bander. Timberlake isn't trying to discard or reject his heternormatively suspect teen pop stardom so much as hover above it with a kind of high-flying, high-living hip-hop persona that reworks his prepubescent falsetto into a formidable tool of seduction. By associating himself musically with artists like Michael Jackson and Prince, Usher and Boyz II Men, this white (man-)boy can churn out the hits, hang at the club and get played on R&B stations. The sources J.T. mined to justify his transition position his solo debut somewhere between fellow all-grown child-star-turned-pop-phenom Brit-Brit and Jay-Z, whose own transition into glossy, flossing grown-up hip-pop stardom embodied what Justin wanted to be when he grew up. Listen in to our musical excavation of Justified and see if you agree.