"What About Me?" is a song first recorded in 1984 as a trio by singers Kenny Rogers, Kim Carnes and James Ingram. The song was written by Rogers, noted producer David Foster, and singer-songwriter Richard Marx, who would later achieve superstar status as a musician ("Right Here Waiting", "Now and Forever"). It was the lead single from Rogers' Platinum-plus 1984 album of the same name.

Rogers has described "What About Me?" as "like a three-way love song...Everybody involved said 'Hey, what about me?' I think it's a beautiful record." Originally the male and female parts not sung by Rogers were to be performed by Lionel Richie and Barbra Streisand, but after Richie backed out of the project, Streisand did as well. The second proposed trio of singers was Rogers, Olivia Newton-John and Jeffrey Osborne, but Newton-John began working on a duet with Barry Gibb of the Bee Gees and decided not to do both projects simultaneously. Osborne had a conflicting schedule as well, so the line-up of Rogers, Carnes and Ingram was ultimately the one that recorded the song.

"What About Me?" charted on four Billboard singles charts in the United States at the time of its release in late 1984. It was most successful on the adult contemporary chart, where it spent two weeks at number one in November of that year. This was the first adult contemporary chart topper for either Carnes or Ingram, who also had a #1 adult contemporary song with Patti Austin "Baby, Come to Me" in 1983, though both had achieved pop hits before this song. For Rogers, this was his eighth (and to date, final) number one on the AC chart. On the Billboard Hot 100, the song peaked at number 15, while it accomplished the rare feat of charting on both the R&B (#57) and country (#70) charts. This was Rogers' second single to reach the R&B chart, following his 1980 hit "Lady". That song, written by Richie, had reached number 42 on the R&B chart as well as going to number one on the pop, country and AC charts.

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