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Produced by: E. Dan and Big Jerm

Wiz Khalifa: “In my mind, I was just trying to do everything different. I didn’t want it to sound like Kush and OJ or use the Kush and OJ flows because I had a lot of people watching me from the label and my own people.

”So they would know if I was just reusing and redoing the same things over and over. So for the album personally I wanted to take it to the next level. The mind state was to do the biggest records possible, not hold back anything, and not do anything just for the sake of doing it. People don’t get it right away, it takes time and years from now they’ll understand what I was doing.

“I made that song in June. I usually record at night, so that was a nighttime song. I was in Pittsburgh, I jumped in my yellow car and drove down to the studio. I think I was drunk that night as well as high. For this whole album I didn’t write nothing down on paper. It was just me smoking in the booth, making it up as I went. Other than ‘On My Level,’ that was the very first song that we did for the album. It was like the first song that we were like, ‘Aight, this is for the album.’

“E. Dan made that beat from scratch. I think I told him the vibe that I wanted and he went with it and it took him about two hours. I think Jerm did the drums on it. As soon as the beat was done I put the hook straight on it. It took me about 15 minutes to do the hook. I think I finished the verse and the hook that day. I did a first verse and the hook that day and I tried to start the second verse, but the first verse was way too hard so I couldn’t get to it, so I think I came back the next day and finished that one up.”

E. Dan: “I started working with Wiz in 2004 when he was 16. He came in to the studio as a client working on a mixtape. I called him up at some point because I was really impressed with the level of talent he had. I was sort of blown away by the charisma he had. He was sort of one of the first guys at the studio here out of a local scene that I really wanted to work with. We just got to working on stuff outside of what he was doing and we put some songs together. We’ve been working with him ever since.

“In the studio with Wiz, it’s definitely fun. We just sort of hang out. I don’t think it’s ever really a super intense situation where we feel like we gotta do something right now. We just sort of hang out, talk about music, or talk about what we might want to do for the night and just start working on stuff from there.”

Zvi Edelman (Vice President Of A&R, Atlantic Records): “It’s one of the ones that was done really early on. I would say a couple of months after we did the deal before we started working because he was still out touring and that was one of the songs he did on his own back in Pittsburgh. I just remember listening to it and just being really excited because you could tell that he was really thinking about every record and that he had things that he wanted to say.

”Every one of these rappers comes in with their own producer that they’ve worked with and a lot of the time those guys aren’t really any good. With E. Dan we were lucky because he’s really good. I think he gives Wiz a basis for having a sound. I’m just grateful it’s that way instead of it being a liability because the guy basically discovered him and has been his mentor the whole time. He’s someone that I think now will have a lot of other people knocking at his door and trying to work with him based on his stuff that he did for Wiz.”