Age Ain't Nothing But A Number is Aaliyah's debut studio album that was released on May 24, 1994 by Jive and Blackground Records.


  1. Intro 1:30
  2. Throw Your Hands Up 3:34
  3. Back & Forth 3:51
  4. Age Ain't Nothing But A Number 4:14
  5. Down With The Clique 3:24
  6. At Your Best (You Are Love) 4:52
  7. No One Knows How To Love Me Quite Like You Do 4:07
  8. I'm So Into You 3:26
  9. Street Thing 4:58
  10. Young Nation 4:41
  11. Old School 3:17
  12. I'm Down 3:16
  13. Back & Forth (Mr. Lee & R. Kelly's Remix) 3:44

Album Background[]

Aaliyah's uncle Barry Hankerson, was an entertainment lawyer who had been married to Gladys Knight.

As a child, she traveled with Knight and worked with an agent in New York to audition for commercials and television programs, including "Family Matters". When she was only ten years old she went on to appear on Star Search where she performed the song "My Funny Valentine".

Aaliyah chose to begin auditioning while her mother made the decision to have her surname dropped. She auditioned for several record labels and at the age of 11, she appeared in concerts alongside Gladys Knight.

She performed alongside Gladys Knight for five nights in Las Vegas. During the concerts, she would perform a number in the middle of Knight's set and she would also help close the show by singing a duet with Knight.

When speaking about her experience from performing with Knight, Aaliyah said "it was a great learning experience". She also mentioned, "I learned a lot about being on stage and how audiences react differently to various songs".

When Aaliyah was twelve, Hankerson would take her to Vanguard studios to work on demos with record producer and Vanguard owner Michael J. Powell.

In an interview, Powell stated: “At the time, Barry was trying to get Aaliyah a deal with MCA, and he came to me to make her demos.”

During her time working with Powell, Aaliyah recorded multiple covers such as "The Greatest Love of All", "Over the Rainbow", and "My Funny Valentine" (which she had sung on "Star Search").

Eventually Hankerson started shopping her around to various labels such as Warner Bros and MCA Records, although the executives at both labels liked her voice they didn't sign her according to Hankerson.

After multiple failed attempts to getting Aaliyah signed with other labels Hankerson then shifted his focus to getting her signed to Jive Records (the label that his artist R. Kelly was signed to).

According to former Jive records A&R Jeff Sledge the former owner of Jive records didn't want to sign Aaliyah at first because he felt that a 12-year-old was too young to be signed to the label. Sledge stated in an interview: "The guy who owned Jive at the time, Clive Calder, he’s also an A&R person by trade. He was basically head of the A&R department. Barry kept shopping her to him and he saw something, but he said, ‘She’s not ready, she’s still young, she needs to be developed more.’ Barry would go back and develop her more".

After developing Aaliyah more as an artist, Hankerson finally signed a distribution deal with Jive Records, and he signed her to his Blackground Records label at the age of 12.

When Aaliyah finally got a chance to audition for the record executives at Jive records she sang Mariah Carey's "Vision of Love."


After Aaliyah was signed to both Blackground records and Jive Records, Hankerson then introduced her to recording artist and producer R. Kelly.

When the pair first met Aaliyah sang an a cappella for Kelly which left him impressed with her voice and after that moment he decided that he wanted to work with her. He then became her mentor, as well as the sole songwriter and producer for her debut album.

Kelly was the only writer and producer credited on the album because the record label didn't want multiple people to share publishing rights.

According to Jeff Sledge: "Clive was a publishing guru, so he and Barry weren’t trying to cut a lot of people in on the album to share the publishing. They said we’re going to do this with one guy and the publishing will be easy to deal with because it’s one person".

Once the issue over publishing was fixed, both Aaliyah and Kelly began recording the album in 1993 when she was 14 years old. According to Aaliyah, it took about eight to nine months to record the album.

R. Kelly and Aaliyah worked on the record in Chicago during the summer while she was off from school for summer vacation. She would fly to Chicago from Detroit and they would work on the album.

While recording the album, they spent a lot of time hanging out together by going to arcades and bowling; this would help with the writing process because Kelly would "write the songs that fit her and what kids her age and her friends were talking about".

According to Aaliyah, "He just spent time with me, trying to see how I thought about things and what people my age think."

When discussing the writing process for the album, Aaliyah said: "We vibed off of one another, and that’s how the songs was built, He would vibe with me on what the lyrics should be. He’d tell me what to sing, and I’d sing it. That’s how the whole album was done."

The duo recorded the first song, "Old School", at the Chicago Recording Company in Chicago, Illinois and it took at least two days to record.

Aaliyah loved recording old school because that song "had an Isley Brothers flair” to it. When discussing the recording process for old school, she said: "At first, I had to get comfortable, but I had been around Robert, so it was cool. Both Robert and I are perfectionists, and if you listen to the music, there is a lot of passion in it.”

While recording the album, Kelly coached her as they worked several hours in the studio. She often sang the songs multiple times in order to achieve "excellence".

When discussing the hectic hours recording the album Aaliyah said, "We put in a lot of hours; as far as the music, we’d be in there all night making sure it was perfect. There were times when I was tired, but I knew I had to push on if I wanted to come off.”

Kelly claimed that Aaliyah was "one of the best young artists" he had worked with.

During the recording process for the album the record label was out of the loop in regards to the type of songs that was being recorded.

Executives from the label didn't hear the album until it was finished and they were impressed with the finished product. Sledge said: "When we finally heard the album we were blown away because the album was dope. It was basically like listening to an R. Kelly album, but with a little girl singing".

The original release date for "Age Ain't Nothing But A Number" was June 14, 1994, but due to the instant success of the lead single's accompanying video on MTV it prompted the label to release the album earlier on May 24, 1994.


On the album, Aaliyah sang her songs in a falsetto, she felt that the songs "came at you kind of tough, a bit edgy, hip-hop, but the vocals can be very soothing". According to Aaliyah, "lyrically I want things to be different."

The album is filled with "sunny" pop jams and "sweet" ballads and it opens with the intro track which is an a cappella public service announcement.

The intro song urges its listeners to listen to the album carefull, saying: "Listen to instructions carefully / While bumping this album in your jeeps / Aaliyah’s got a '90s swing / So be careful with the volume, please".

The next track "Throw Your Hands Up" is an anthemic up-tempo, G-funk-inspired song and it has been described as Aaliyah's "statement of purpose".

On the song, Aaliyah tells the listeners that she's "straight from the streets" with a "touch of jazz" in her.

The third track which served as the album's lead single "Back & Forth" has been described as an urban-dance cross-over song with pop and R&B influences.

On the song, Aaliyah sings with a "subtle, laid-back vocal" while she talks about partying on the weekend with her friends.

According to Billboard: "It doesn't matter that Aaliyah is 15. It’s the freakin' weekend, baby, so she's picking up her ladies—presumably in her jeep—and hitting the local party spot".

The fourth track "Age Ain't Nothing But A Number" is the title track for the album and it's about "a young girl pining for the love of an older man, and her telling society that it doesn’t matter the age difference between the two of them".

The song contains an interpolation from the song "What You Won't Do for Love" performed by Bobby Caldwell with the lines: "I got a thing for you, and I won’t let go.”

The fifth track "Down with the Clique" is a hip hop inspired song and on the song Aaliyah displays a "silky cooing" with her vocals.

The sixth track "At At Your Best (You Are Love)" is a cover and it was originally recorded by The Isley Brothers. It was described as a "sweet vintage soul ballad."

The seventh track "No One Knows How to Love Me Quite Like You Do" has been described as a "sensually" uptempo "crush" record and lyrically it is about Aaliyah being satisfied and how she is "made to feel like a goddess".

When discussing the record Aaliyah said, “Every girl looks for that one person who is going to love them right. That song is saying, when it comes down to it, I like how you satisfy me.”

The song features a guest rap appearance from Tia Hawkins who brings a "comic relief" with her raps telling us Kells is "spitting tracks as if it were tobacco." The eighth track "I'm So into You" also features another guest rap from Tia Hawkins.

The ninth track "Street Thing" has been described as a "pretty standard slow jam" and it's about having devotion for another person. During the bridge of the song Aaliyah sings about climbing the "highest mountain," and swimming the "deepest sea" to prove her devotion. The tenth track "Young Nation" is about Aaliyah "aligning herself with an entire movement".

The eleventh track "Old School" is about merging an old school style with a new school style, the opening begins with "Here's the old school / With the new school".

The final track "I'm Down" has been described as a mid-tempo rap-soul ballad and it's about "one person giving themselves fully to another".

Chart Performance[]

"Age Ain't Nothing But a Number" debuted at #24 on the Billboard 200 on June 11, 1994. It sold 74,000 copies during its first week. It ultimately peaked at #18 on the chart.

On July 2, 1994, the album reached its peak of #3 on Billboard's Top R&B/Hip-Hop Albums chart.

In Canada, it debuted at #29 on the Canadian RPM Albums chart and reached its peak at #30 on the chart on August 8, 1994. It sold 50,000 copies and was certified gold by Music Canada in December of 1994.

In the United Kingdom, "Age Ain't Nothin' But a Number" peaked at #23 and #6 respectively on the UK Albums chart and the UK R&B chart. It was certfied gold by the BPI for 100,000 copies sold.

Elsewhere in Europe, the album peaked at #44 on the Dutch Albums chart and #90 on the European Top 100 Albums chart. It was also certified gold in Japan for 100,000 copies sold.

Overall, "Age Ain't Nothin' But a Number" has sold 3 million copies in the United States and 6 million copies worldwide.

Critical Reception[]

"Age Ain't Nothing But a Number" received generally favorable reviews from music critics.

Some writers noted that Aaliyah's "silky vocals" and "sultry voice" blended with Kelly's new jack swing helped define R&B in the 1990s. Her sound was also compared to that of female quartet En Vogue.

Christopher John Farley of Time magazine described the album as a "beautifully restrained work", noting that Aaliyah's "girlish, breathy vocals rode calmly on R.Kelly's rough beats".

Stephen Thomas Erlewine of AllMusic felt that the album had its "share of filler," but described the singles as "slyly seductive." He also claimed that the songs on the album were "frequently better" than that of Kelly's first studio album, "12 Play."

Paul Verna from Billboard praised both R. Kelly's production on the album and Aaliyah's voice saying: "The golden production touch of mentor R. Kelly is strongly felt here, and he has a field day with Aaliyah's warm silky voice, which has a depth and range that belie her youth."

Tonya Pendleton from The Washington Post felt that Aaliyah's voice "has the maturity of someone much older. She also thought that Aaliyah stood out because of her "uniquely mellifluous tone".

According to Pendleton: "What makes her stand out is her uniquely mellifluous tone and the eloquent way she expresses the heartfelt passion of first love". Overall she felt that Age Ain’t Nothing but a Number "is that rarest of recordings — a collection well suited for its teenage target group, but one that even older listeners can relate to".


Aaliyah's record label didn't interfere with her imaging, so she was granted free reign when it came to her imaging and style. Former Jive A&R Jeff Sledge mentioned in an interview that it was set up so that Aaliyah wouldn't have to change her image or style.

While speaking to Billboard about the marketing plans for the album, Barry Weiss Senior Vice President Of Jive records stated: "The international thrust on the project will begin 6-8 weeks utilizing BMG international."

When asked about both Aaliyah's image and the promotional plans for the album weiss said that "there will be little in the way of marketing changes between the domestic and world promotion of the set".

He then spoke about Aaliyah saying, "She is what she is the album has tremendous pop appeal to go along with her urban edge, so there's not a whole lot different that we'll be doing abroad".

A month before the release of the debut single, "Back & Forth", Aaliyah attended the Urban Network's "Power Jam" conference, where she was introduced and "received warmly."

"Back & Forth" peaked at number five on the Billboard Hot 100 while topping the Hot R&B/Hip-Hop Songs chart for three weeks. The song was certified Gold by the RIAA.

The second single, "At Your Best (You Are Love)", peaked at number six on the Billboard Hot 100 and was also certified Gold by the RIAA.

In promotion for the album, Aaliyah embarked on a world tour that lasted from 1994 to 1995, she toured through the US, Europe, Japan and South Africa.

Aside from touring, Aaliyah performed at the Budweiser Superfest at the USAir Arena in September 1994.

In January of 1995, she performed "Age Ain't Nothing But A Number" on the Nickelodeon sketch comedy show "All That."

On May 1 1995, she made an in store appearance at the Virgin Megastore in London, England.


With the release of the album, rumors circulated of a relationship between Aaliyah and R. Kelly. Shortly after, there was speculation about a secret marriage with the release of Age "Ain't Nothing but a Number" and the adult content that Kelly had written for her.

Vibe magazine later revealed a marriage certificate that listed the couple married on August 31, 1994 at the Sheraton Gateway Suites in Rosemont, Illinois. Aaliyah (who was 15 years old at the time) was listed as 18 years old on the certificiate. The illegal marriage was annulled in February 1995 by Aaliyah's parents.

Aaliyah & R. Kelly continued to deny marriage allegations, stating that neither was married. One particular allegation among the rumor was that Aaliyah married him without her parents' knowledge.

Aaliyah reportedly developed a friendship with Kelly during the recording of her debut album. As she recalled to Vibe magazine in 1994, she and Kelly would "go watch a movie" and "go eat" when she got tired and would then "come back and work". She described the relationship between her and Kelly as being "rather close."

In 2016, Kelly said that he was in love with Aaliyah as he was with "anybody else."

In December 1994, Aaliyah told the Sun-Times that whenever she was asked about being married to Kelly, she urged them not to believe "all that mess" and that she and Kelly were "close" and "people took it the wrong way."

In his 2011 book, "The Man Behind the Man: Looking From the Inside Out", Demetrius Smith Sr., a former member of Kelly's entourage, wrote that Kelly told him "in a voice that sounded as if he wanted to burst into tears" that he thought Aaliyah was pregnant.

Jamie Foster Brown in the 1994 issue of Sister 2 Sister magazine wrote that "R. Kelly told me that he and Aaliyah got together and it was just magic."

Brown also reported hearing about a relationship between them, saying: "I've been hearing about Robert and Aaliyah for a while—that she was pregnant. Or that she was coming and going in and out of his house. People would see her walking his dog, 12 Play, with her basketball cap and sunglasses on. Every time I asked the label, they said it was platonic. But I kept hearing complaints from people about her being in the studio with all those men." Brown later added, "at 15, you have all those hormones and no brains attached to them."

Aaliyah admitted in court documents that she had lied about her age. In May of 1997, she filed suit in Cook County seeking to have all records of the marriage expunged because she was not old enough under state law to get married without her parents' consent. It was reported that she cut off all professional and personal ties with Kelly after the marriage was annulled and ceased having contact with him.

In 2014, Jomo Hankerson stated that Aaliyah "got villainized" over her relationship with Kelly and the scandal over the marriage made it difficult to find producers for her second album. He said: "We were coming off of a multi-platinum debut album and except for a couple of relationships with Jermaine Dupri and Puffy, it was hard for us to get producers on the album." Hankerson also expressed confusion over why "they were upset" with Aaliyah given her age at the time.

Aaliyah was known to avoid answering questions regarding Kelly following the professional split. During an interview with Christopher John Farley, she was asked if she was still in contact with him and if she would ever work with him again. Farley said Aaliyah responded with a "firm, frosty 'no'" to both of the questions.

Vibe magazine said Aaliyah changed the subject any time "you bring up the marriage with her".

A spokeswoman for Aaliyah said in 2000 that when "R. Kelly comes up, she doesn't even speak his name, and nobody's allowed to ask about it at all".

Kelly later commented that Aaliyah had opportunities to address the pair's relationship after they separated professionally but chose not to. He would have other allegations made about him regarding underage girls in the years following her death, and his marriage to Aaliyah was used as evidence in his involvement with them.

He has refused to discuss his relationship with her, citing her death, saying: "Out of respect for her, and her mom and her dad, I will not discuss Aaliyah. That was a whole other situation, a whole other time, it was a whole other thing, and I'm sure that people also know that."

Aaliyah's mother, Diane Haughton, reflected that everything "that went wrong in her life" when she began with her relationship with Kelly.

However, the allegations have been said to have done "little to taint Aaliyah's image or prevent her from becoming a reliable '90s hitmaker with viable sidelines in movies and modeling."