The album version featured Faith Evans singing the chorus, while the single version featured Aaliyah singing instead.

The track was produced by DJ Clark Kent, who sampled the Lisa Lisa and Cult Jam song "I Wonder If I Take You Home" and the Patrice Rushen song "Remind Me".

The music video featured the members and Aaliyah holding a pool party at Kim's house while she flies to Colombia to negotiate a deal with a drug lord.

Actor Thomas Mikal Ford of the sitcom Martin also makes a cameo appearance.

Though "I Need You Tonight" did not find the success of the album's other two singles, it did become a minor hit on three different Billboard charts, peaking at number 3 on the Billboard Bubbling Under Hot 100, charting there for twelve weeks.