Britney Jean Spears was born on December 2, 1981, the second child of Lynne Irene (née Bridges) and James Parnell Spears. She is of English heritage through her maternal grandmother, who was born in London, and of distant Maltese descent. Her sibilings are Bryan James and Jamie Lynn. At age three, she started to attend dance lessons in her hometown of Kentwood, Louisiana, and was selected to perform a solo at the annual recital. During her childhood, she also attended gymnastics and voice lessons, and won many state-level competitions and children’s talent shows. Spears made her local stage debut at age five, singing “What Child Is This?” at her kindergarten graduation. She said about her ambition as a child, “I was in my own world, [...] I found out what I’m supposed to do at an early age”. At age eight, Spears and her mother Lynne travelled to Atlanta for an audition in the 1990′s revival of The Mickey Mouse Club. Casting director Matt Cassella rejected her for being too young to join the series at the time, but introduced her to Nancy Carson, a New York City talent agent. Carson was impressed with Spears’s vocals and suggested enrolling her at the Professional Performing Arts School; shortly after, Lynne and her daughters moved to a sublet apartment in New York. Spears was hired for her first professional role, as the understudy for the lead role of Tina Denmark in the Off-Broadway musical Ruthless!. She also appeared as a contestant on the popular television show Star Search, as well as being cast in a number of commercials. In December 1992, she was finally cast in The Mickey Mouse Club, but returned to Kentwood after the show was cancelled. She enrolled at Parklane Academy in nearby McComb, Mississippi. Although she made friends with most of her classmates, she compared the school to “the opening scene in Clueless with all the cliques. [...] I was so bored. I was the point guard on the basketball team. I had my boyfriend, and I went to homecoming and Christmas formal. But I wanted more.”
In June 1997, Spears was in talks with manager Lou Pearlman to join female pop group innosense. Lynne asked family friend and entertainment lawyer Larry Rudolph for his opinion and submitted a tape of Spears singing over a Whitney Houston karaoke song along with some pictures. Rudolph decided he wanted to pitch her to record labels, therefore she needed a professional demo. He sent Spears an unused song from Toni Braxton; she rehearsed for a week and recorded her vocals in a studio with a lone sound engineer. Spears travelled to New York with the demo and met with executives from four labels, returning to Kentwood the same day. Three of the labels rejected her, arguing audiences wanted pop bands such as The Backstreet Boys and The Spice Girls, and “there wasn’t going to be another Madonna, another Debbie Gibson, or another Tiffany.” Two weeks later, executives from Jive Records returned calls to Rudolph. Senior vice president of A&R Jeff Fenster stated about Spears’s audition that “It’s very rare to hear someone that age who can deliver emotional content and commercial appeal. [...] For any artist, the motivation—the ‘eye of the tiger’— is extremely important. And Britney had that.” They appointed her to work with producer Eric Foster White for a month, who reportedly shaped her voice from “lower and less poppy” delivery to “distinctively, unmistakably Britney.” After hearing the recorded material, president Clive Calder ordered a full album. Spears had originally envisioned “Sheryl Crow music, but younger more adult contemporary” but felt alright with her label’s appointment of producers, since “It made more sense to go pop, because I can dance to it—it’s more me.” She flew to Cheiron Studios in Stockholm, Sweden, where half of the album was recorded from March to November 1998, with producers Max Martin, Denniz PoP and Rami, among others.