Released: November 21, 2000

Songwriter: Howie D Steve Diamond Andreas Carlsson

Producer: Andreas Carlsson

[Intro: Brian]
Oh-oh-oh-oh, oh-yeah-yeah

[Verse 1: Howie & Brian]
You don't run with the crowd
You go your own way
You don't play after dark
You light up my day
Got your own kind of style
That sets you apart
Baby, that's why you capture my heart
I know sometimes you feel
Like you don't fit in
And this world doesn't know
What you have within
When I look at you, I see something rare
A rose that can grow anywhere
And there's no one I know that can compare

[Chorus: Brian, Howie & All]
What makes you different (alright)
Makes you beautiful (alright)
What's there inside you (alright)
Shines through to me
In your eyes I see all the love I'll ever need
(You're all I need, oh girl)
What makes you different
Makes you beautiful to me

[Verse 2: Howie & Brian]
You got something so real
You touch me so deep (touched me so deep)
You see, material things don't matter to me
So come as you are, you got nothing to prove
You won me with all that you do
And I wanna take this chance to say to you

[Chorus: Brian, Howie & All]
What makes you different (alright)
(Yeah-yeah-yeah-yeah)
Makes you beautiful (alright)
What's there inside you (alright)
Shines through to me
In your eyes I see all the love I'll ever need
(You're all I need, oh girl)
What makes you different (mmmh)
Makes you beautiful

[Bridge: AJ with Nick, (Kevin) & Howie]
You don't know (you don't know)
How you touched my life (touched my life)
Oh, in so many ways (so many ways)
I just can't describe
You taught me what love is suppose to be
You saw the little things
That make you beautiful to me (so beautiful)
Yeah-yeah-yeah

[Chorus: Brian, Howie & All]
What makes you...
What makes you different (what makes you different)
Makes you beautiful
What's there inside you (there inside you)
Shines through to me
In your eyes I see all the love I'll ever need
(You're all I need, oh girl)
What makes you different
Makes you beautiful to me

[Interlude: All & Howie]
Everything you do is beautiful (so beautiful)
Love you give shines right through me
(Shines right through to me)
Everything you do is beautiful
(Oooh-ooh-ooh-ooh-oooh)

[Outro: Brian & Howie]
Oh, you're beautiful to me, to me...

Backstreet Boys

The Backstreet Boys are the most successful boy band in history, having sold over 130 million records worldwide, and with their first nine albums reaching the top 10 on the Billboard 200. Florida natives A. J. McLean, Howie Dorough, and Nick Carter, along with Kentucky transplant Kevin Richardson, were joined in a band once they attended Lou Pearlman’s auditions for a vocal group in 1992, with the group being completed by Kevin’s cousin Brian Litrell. Once took under the wing of Swedish producer Max Martin in 1995, the stage was set for global domination, attracting the lust of women and the anger of men. While the fad died down and Kevin even left for a while, the band never officially took a break or such.