The Making of Kendrick Lamar’s ‘good kid, m.A.A.d city’

Kendrick, Pharrell, Just Blaze, and others speak about putting together one of the year's best albums.

good kid maad city kendrick lamar artwork

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good kid maad city kendrick lamar artwork

Finally: A rap album worthy of the hype. Kendrick Lamar’s major label debut, good kid, m.A.A.d. city, is finally in stores. And it’s every bit as good we all hoped it would be—and then some. The artist formerly known as K-Dot has done something that didn’t seem possible in this day and age: He's made an album without any artistic or commercial concessions, an album that speaks for a generation, an album that’s worthy of being called a classic.

And it’s not just a collection of masterful records, it’s a conceptual album—a "short film," as the subtitle puts it. good kid, m.A.A.d city follows a day in the life of a teenage Kendrick riding around the streets of Compton as he hooks up with a girl, does a house lick, and goes through numerous other misadventures. The album will surely catapult Kendrick into the upper echelons of rap, where his debut will have to be compared to the likes of Jay-Z, Snoop Dogg, and Nas.

If you think those comparisons are lofty, consider the fact that the people involved in the making of this album compared Kendrick to everyone from Bob Dylan to John Coltrane (no, seriously).

When an album this significant drops, it’s only right that Complex document its creation. So grab a 40, ignore your voicemails, and borrow your mother’s van if you have to, because we’re going to take a ride down the wicked streets of Compton with King Kendrick Lamar. This is the story of angels on angel dust, the story of the dysfunctional bastards of the Ronald Reagan era. This is the story of a good kid in a mad city...

As told to Insanul Ahmed (@Incilin)

Starring (in order of appearance):

Kendrick Lamar Duckworth

Punch (President of Top Dawg Entertainment)

Derek Ali a.k.a. MixedByAli (Engineer & Mixing)

Dow Jones of Tha Bizness (Producer)

Henny a.k.a. J-Hen of Tha Bizness (Producer)

Sounwave (Producer)

Chauncey Hollis a.k.a. Hit-Boy (Producer)

Johnny Reed McKinzie a.k.a. Jay Rock (Performer)

Elijah Blue Molina a.k.a. Scoop DeVille (Producer)

Pharrell Williams a.k.a. Pharrell (Producer)

Aaron Tyler a.k.a. MC Eiht (Performer)

Terrace Martin (Producer)

Tyler Williams a.k.a. T-Minus (Producer)

Like of Pac Div (Producer)

Skhye Hutch (Producer)

Justin Smith a.k.a. Just Blaze (Producer)

Kendrick Lamar: “This is a dark movie album. I wanted to tap into that space where I was at in my teenage years. Everybody knows Kendrick Lamar, but he had to come from a certain place, a certain time, and certain experiences. 

“I’ve been planning this for years. Everything was premeditated. I already knew what I wanted to talk about, what I wanted to convey. I had that album cover for years. I knew I was going to use it and that it was the best description of what I was talking about in the album. It’s a long time coming. Everything we dwelled on is coming to light.

“To have an album that I have total creative control over is one of the best feelings in the world. I probably wouldn’t have been able to make a dark album if I didn’t have creative control. That’s why once [some people] get into a situation, they change their style. But I have creative control."

MixedByAli: “The album takes place in ‘04, so these skits are reminders of what’s going on in the story. It’s as if you were to go back in time and put a microphone in the middle of Kendrick and his people before they were going to do the house lick or going visit his people or meeting up with girls.”

Kendrick Lamar: “The skits bring the storyline together. Those skits are actually my real mother and father. Those are people that I was raised by, so I decided to put them in the skits as themselves. And those are my real homeboys being themselves. It ties the storyline in perfect. My parents love the album. They love that I got the chance to tell that story I wanted to tell in a positive light.”

“There are twists and paybacks. The story is about one day in the life of me and my homeboys. I really didn’t want to make it song-by-song. Each piece, I want to trigger certain points where you make a connection. Almost like a Pulp Fiction feel—you have to listen to it more times to live with it and breathe with it.”

Punch: “I’m the President of Top Dawg Entertainment. Anthony “Top Dawg” Tiffith—the founder and CEO of TDE—that’s my blood relative, my cousin. I’ve worked there since about 2004. I fill in the gaps. I write [raps] too, I was on some of the earlier records, so I understand the art. I’m the medium for the art and the business of the company.

“This project was in the works Kendrick's whole life. This is his life story. He had the concept before all of his mixtapes. This is the prequel to everything. He had the title for this album even before Kendrick Lamar EP had dropped. He was writing the concept the whole time.

“He actually wrote a project called good kid, m.A.A.d. city before the EP came out. The plan was for the eight-song EP to drop as a warm-up for the good kid, m.A.A.d. city he did already. In the process he had more songs and the buzz started growing, so we dropped the EP.

Overly Dedicated was supposed to be remixes but it turned into a whole project. Songs like ‘Average Joe’ off OD was one of the original concepts for good kid, m.A.A.d. city. Even ‘Keisha Song’ was initially for good kid, m.A.A.d. city, but it was from a different point of view.

“The album really came together on the road because he has been on touring strong for about two years straight. So he’ll be on an airplane writing a song, get back home and lay the record, then have to fly out to do something else. It’s just a testament to how focused and how strong minded he is. I don’t know if a lot of artists could record that album while touring.

“That picture for the album cover, he found that two years ago and said, 'This is what I’m going to use for my album cover.' I really plotted out everything. We had a vision for everything and followed that vision, it’s not just random songs. This is a real story, a real life. This album is giving you insight to who he was before Section.80, before OD, before EP. We had it all mapped out.”

MixedByAli: “Dave Free, from TDE worked at the high school I was attending, Colonial High School. He was always around passing out Jay Rock CDs. At that time I was working with Tyga because we grew up together. Me and Dave connected early and we talked about Jay Rock and TDE. I was interested in what they had going on so he told me to come by the studio one time and I never left. It’s been a family bond since then, like a foster child came and never left.

“I started doing ringtones in high school. I had this program to record ringtones and put them on people’s phones. People wanted to put they own voice on the ringtones so I started recording their voice to put on their phone. Next thing you know I’m recording full songs after school. I love it. I can take somebody's voice, do whatever I want with it, change it up, compress it, add different effects to it do whatever I want to make it sound good. I studied [engineering], I studied Pro Tools, Logic, went hands-on and tried to be the best with that.

“I think I was 17 when I first met Kendrick. I was with Punch, he did all the recording at TDE. Punch called me and said, ‘I can’t come in, but K-Dot needs to record. Can you go?’ I was nervous as hell because I was fresh. I didn’t know nothing about nothing. But I was like, ‘OK, I’ll do it.’ I remember fucking up the whole time and Kendrick was so mad that he cut the session. But it was a good experience. I learned what not to do in a session, which is to be slow and fuck shit up.”

"Sherane a.k.a. Master Splinter's Daughter"

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Produced By: Tha Bizness

Kendrick Lamar: “I was in Atlanta when Tha Bizness gave me the beat. Immediately I got a vibe where I wanted to talk about a specific girl back when I was growing up. A specific story that leads down the line into the album. I got the track and I started writing and I went back home and laid it down.

“These songs, they come naturally for me to write off the experiences I grew up with and the things I been around. It was just what we were going through. It’s easy for me to write [real] stories rather than making up a crazy story.”

Dow Jones (of Tha Bizness): “TDE is family. We’ve been messing with them since like 2007. We actually met Kendrick for the first time when we were working on a song called ‘Westside’ for Jay Rock’s album and did the first Black Hippy song ever, ‘Zip That, Chop That.’ At that time, nobody even knew what Black Hippy was. We’ve been rocking with them for years. They were able to watch us rise to the top. Now we’re watching them rise to the top. So it’s been dope to be able to build with people who are really our friends.”

Henny aka J-Hen (of Tha Bizness): “We started working with Kendrick, we were working on some new sounds. When we met with him, we had done a few songs already, but he was looking for something different. We had picked up a couple tracks that we did and when we started using Native Instruments Maschine with the mic. There was live instruments, live bass. We had some weird sounds I was making with my mouth. He just fell in love with the track.

“He was like, ‘Man, this is it. This is what I need. This is the anthem that I feel,’ even though it was moody. It’s him. It’s Kendrick. It’s his sound, his type of an anthem. It kind of brings you back to that Section.80 feel. We just got in there and banged it out and shot the track to Ali to mix it.”

Dow Jones (of Tha Bizness): “It's dope for us to be the first song that people hear on a Kendrick Lamar album. It’s us and him together. It’s pretty big because for us, this feels like the first time that 50 Cent dropped. This is one of those big releases. There hasn’t been this much anticipation for an album in a long time where not a lot of songs have leaked. He’s done a good job of keeping everything close to the vest. It shows you how much he cares about the music.”

Henny aka J-Hen (of Tha Bizness): “Kendrick started out in the background working with producers and doing hooks so he already developed himself as a producer in his own right. When we get with him, he’ll tell you what sounds he likes, what vibe he’s looking for. That’s what inevitably made him so big. The fact that he’s been able to create his own sound even with all the producers that he has worked with, he’s been able to get his sound out of them.

“With us, with some of the songs we worked on prior to having this one selected for the album—they’re all across the board. He’s starting to nitpick exactly what he wanted from us so we gave it to him.”

Punch: “I didn’t come in with my creative [assistance on that song] until everything was laid. The version of that song that’s on the album was probably the third version of that song. There were different lyrics changes and structures and different stuff. It was changed because it’s a basic storyline and it starts from an awkward point in the story. So we wanted to have the song where there wasn’t the hook breaking up the story.

“[One of the things I do at TDE is] I help with sequencing. Sequencing is very important. Kendrick will have the first and second verse and be like, ‘I don’t know where I want to go from here.’ I’ll come in and be like, ‘Maybe we should go here because it ties to this, this, and that. Then we go here after that.’ I give a lot of backstory as to why songs would make sense next to certain songs. It’s sort of like a movie script, I give the characters a backstory so you can understand them more fully than what’s in the script.”

MixedByAli: “We all experienced [what Kendrick talks about on the song]. We all went to house parties. We all tried to meet up with a young lady in the wrong neighborhood and hoped you didn’t run into the wrong people when you’re doing it. It’s crazy how this album reflects [things we all went through], especially things I went through in my own life.”

"Bitch, Don't Kill My Vibe"

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Produced By: Sounwave

Kendrick Lamar: “That’s really one big subliminal at everybody getting mixed in a situation where everyone wants to have creative control. That’s the vibe I wanted to kill. That’s why I threw that record out. If you listen to some of the words, it’s real intricate, but it makes sense.

“[Lady GaGa was going to be on the song]. We had a date, but we had to meet the deadline for the pre-order date. That’s just the business side coming through and messing things up. But you know it’s God’s plan. I’m not really too tight about it because I know we have something special.”

Sounwave: “Me and Kendrick found this crazy record from this foreign group and we didn’t know where to go with it. So we looped that, I took it to my spot, and did the drums. I added everything I needed, the extra guitars, strings, all that. That inspired Kendrick to bring it to another level. Kendrick is hands-on with [beats]. He will find something he likes and call me right up: ‘Yo let’s go check this out!’ Like that’s how ‘Spiteful Chant’ came about. That’s how we much work all the time, we just sit, vibe, and listen to [beats] over and over.

Punch: “I don’t know who found the sample, [but Kendrick and Sounwave] work so closely together it’s like the same thing.”

MixedByAli: “We were in Chicago with Lady Gaga in the studio when we played the song for her. She wanted to hop on it but I think she did it somewhere in Europe and sent us the files. They were going back and forth on the song and bouncing around different concepts about what they could do with the record. We actually had a record done but there were timing issues with the album and it didn’t make the cut-off date.”

Sounwave: “We’re still working on [doing something with Gaga]. It was just a time situation. She was super busy, we were super busy. But we’re still working with her. We’ll have something with her and Kendrick very soon though.”

MixedByAli: “Kendrick’s [vibe in the studio] is funny. He will go from sitting in the corner super serious writing a song with his eyes closed to finding something funny on YouTube to watch. He is a random dude but that’s what makes him, him. You might catch him walking in circles writing or you might catch him in the booth by himself with the lights off writing. He writes everything in his head. He writes in his phone sometimes, he just catches the vibe wherever he’s at.”

"Backseat Freestyle"

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Produced By: Hit-Boy

Kendrick Lamar: “That’s really the start of ‘The Art of Peer Pressure.’ It flows into the album. It’s about me and my homeboys really getting in the backseat and starting our day. Sometimes we’ll rap, it takes away from everything else. That’s one of the feelings that the record produces.”

Hit-Boy: “I met Kendrick in New York at SOBs a couple years ago. He had just started getting a buzz. We chopped it up a little bit but we just kept building from there. Then he ended up signing to Interscope, and I have an in with some people over there, so they always wanted me to work with him.

“We had this other record down that we did last year. We went out to Vegas and vibed and I just thought he was going to be using that joint. He was like he couldn’t get the hook right in his mind, so that song got deaded.

“Later on, I was just at the crib—I work out of my crib—and Kendrick came through. As soon as that beat came on, he was like, ‘That’s the one! This is going on my album.’ He went out on the road and ended up recording out there. Kendrick [changed the beat I gave him by] looping this one part from the beginning that wasn’t that way when I first gave him the beat. So he’s hearing what he wanted to hear. He definitely had a hand in making it how he wanted it to sound. As soon as he finished it, he hit me like, ‘Yo, we got one. This shit is crazy.’

50 Cent always said, ‘It’s hard to capture a whole story in three minutes so you need certain aids and guides to go along with that to get a bigger picture of what's going on.’ The skits aren’t just random stuff. It goes on there because like everything else, it plays a part in this short film. It’s not called ‘A short film by Kendrick Lamar’ for nothing. - Punch

“It’s a turnt-up joint with energy. That’s what I’m getting known for with records like ‘Niggas In Paris,’ ‘Clique,’ and ‘Cold,’ having that energy and that youthfulness to my sound. My goal is always to bring the super-producer era back. I feel like I’m one of the few people who really cares about everything from my style to how I dress to my social networking. The kids really look up to what I’m doing and I got to hold up to that.

“Every so often, we get these guys who push the boundaries and bring that authentic shit. Kendrick is one of those guys. He’s not just West Coast—he means a lot to hip-hop in general. He’s showing the kids that you can rap about what you want to rap about and that you can rap about real subjects.”

MixedByAli: “Growing up, everybody wanted to be a rapper in high school so everybody was freestyling. This song takes you back to the high school days, when you was in a car hotboxing with the homies. Homie put a beat on and you start freestyling. That’s the vibe you get from this record.”

Punch: “That’s my favorite a record. That song is real reckless, that’s a young man’s song. I feel cool when I listen to that song. I got a swagger when I listen to it. There’s times when you just wanna be reckless, that’s just how you feel in a particular mind frame.

“Unless you listen to the album a few times you won’t get it. We’ve always been big on albums with skits like The Chronic. Those skits helped cement those classic records and that's something we always wanted to do.

“50 Cent always said, ‘It’s hard to capture a whole story in three minutes so you need certain aids and guides to go along with that to get a bigger picture of what's going on.’ The skits aren’t just random stuff. It goes on there because like everything else, it plays a part in this short film. It’s not called ‘A short film by Kendrick Lamar’ for nothing."

"The Art of Peer Pressure"

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Produced By: Tabu

Kendrick Lamar: “That’s probably one of the first records I recorded for this album. Immediately when I heard the beat, I just want to take people on that ride, on that journey. It’s about being a teenager from L.A. and being influenced by your peers and who you’re hanging out with.

“[I overcame peer pressure in my life because] I had a father in my life. That’s a big part of my life. I had respect for him. He wasn’t right there, he couldn’t be there all the time, and he wasn’t no perfect person. But at the same time, he had much love for me. He made sure I had a better life. He made sure I found that life through music.”

“I had a father in my life. He wasn’t no perfect person. But at the same time, he had much love for me. He made sure I had a better life, he made sure I found that life through music.” - Kendrick Lamar

Punch: “Me and Kendrick are very similar. I come from Nickerson Garden Projects but I was never gang banging. But it was all around me, [my story is] the same as his story, a good kid in a mad city. Both of us had both of our parents. Both of us had our strong fathers in our lives, as opposed to everyone we hung out with growing up. So it’s a lot of parallels.

“I’m just five years older than him. He’s actually my little brother’s age. I see exactly what he’s talking about because I’ve been there so I know exactly where he’s trying to go. It’s rare we have creative differences because he knows I see his vision.

“If you looking at the album as a movie, that song is like the action scene—the story of him and his boys after the ‘Backseat Freestyle’ and what they’re about to do. His lyrics are so detailed they paint such a picture. The lyrics tell you every single step. I’ll let Kendrick answer [if the song is actually based on his experiences]. Just know it’s a prequel of him before coming over to Top Dawg Entertainment.”

"Money Trees" f/ Jay Rock

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Produced By: DJ Dahi

Kendrick Lamar: “That’s about temptation. After the ride of going on ‘The Art of Peer Pressure,’ you listen to that, and that was the mind state of thinking everything is about a dollar. That’s where we were at at the time. Everything was about money. We didn't care about nothing else truthfully.

“I’m very hands-on [with producers] and that’s why my projects come out so cohesive. I don’t just go out there and just find a bunch of instrumentals and rap over them. I have a specific sound in my head I want to convey. I really sit down with producers, I come up with ideas, and give them ideas. Truthfully, I should get some co-production on these tracks. [Laughs.]”

Jay Rock: “Honestly, he was like already done with the album [before I got on it]. When I heard it that was one of my favorite records. Every time he played it, I’m like, ‘Run it back.’ He was keeping the album real personal, he didn’t want that many features. Not even from us. When bro get in his zone, he gets in his zone. He’s so into his craft. He don’t do it intentionally.

“He just so happened to hit me, like, ‘I want you to do a verse for ‘Money Trees.’ I was honored so I took my time with it, wrote it down, and finished it up. When he heard it he was like ‘Man, you took it to the next level.’"

Punch: “We were going to use ‘Money Trees’ as a remix with Jay Rock on it. But Jay Rock’s verse was so crazy and fit the story so well, we had to use that as the original."

I’m very hands on [with producers] and that’s why my projects come out so cohesive. I don’t just go out there and just find a bunch of instrumentals and rap over them. I really sit down with producers, I come up with ideas, and give them ideas. Truthfully, I should get some co-production on these tracks. - Kendrick Lamar

Jay Rock: “I’ve always known Kendrick from being around the city. I’m from Watts, he’s from Compton. He went to Centennial High School; a lot of my homeboys and family members went there too. I used to ditch school to go up there to hang out and I used to see him around. He was rapping like a madman. It’s ironic we ended up at the same [label].

“We been together since day one, grinding. It’s good to see the world finally [recognizing] who we are and respecting our music. I’m like the big brother of TDE. Everybody knows about my past situation with Warner Brothers Records. Sometimes in business you live and you learn. My team was not happy with the situation and how things were running but I thank Warner Brothers for giving me the opportunity.

“My team went in and got me up off of Warner Brothers. But all in all, whatever I was doing, you always seen Kendrick, Schoolboy Q, and Ab-Soul with me. That’s how it is, we family. We always looking out for each other.”

Punch: “When Jay Rock was going through his whole situation with Warner, that was Kendrick going through college. He was experiencing everything Jay Rock was experiencing. We had a different mindset going into the Warner situation, we thought Jay Rock was signed so this is it, we good now. But that wasn’t the case. Once we got Jay Rock released, our whole goal was to never depend on anybody ever again. We were going to do everything ourselves going into Kendrick’s [career].

“Jay Rock was our baby, so we put all our efforts into that and everything he was going through, we went through. So we learned the dos and don’ts based off Jay Rock’s situation. That’s why Jay Rock is so important to the TDE story. The oldest child is the experiment. It’s your first time going through everything this child goes through. Your second and third child is easier. That’s why I view Rock as the oldest child."

"Poetic Justice" f/ Drake

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Produced By: Scoop DeVille

Kendrick Lamar: “If you listen to ‘Poetic Justice,’ it’s a song about a chick saying these legs are poems. On the back end of that, is really the Sherane joint, so it’s a dedication song for Sherane. And that’s going into ‘good kid’ and ‘m.A.A.d city’ which completes the story.

“Me and Drake had been working for a while off the fact that I was on his tour and I was on Take Care. We were talking about what joints we wanted to do. When Scoop shot me the track, I immediately came up with the concept of doing that vibe and the first person I had in mind was Drake. Drake killed it and it came out crazy. I think that’s going to sit for awhile.”

Scoop DeVille: “I linked with TDE family almost five years ago. We all knew of each other from working with Game in his studio sessions and coming up around the same time. TDE always showed me a lot of love and I'm riding with the whole squad. If there’s anybody hustling in a new era of hip-hop on the West, it's TDE.

“[A while back, I got into the studio with Kendrick in New York.] After ‘The Recipe’ dropped, it was top priority to get in and make some more pieces. We played a lot of joints that night. That sample flip was a special piece that I was saving for the right artist. I been a fan of what Kendrick has been bringing to the table and it seemed like the right fit and everybody else liked it too. The sample [of Janet Jackson’s ‘Any Time, Any Place’] is so crazy so the fact that it was even cleared amazes me.”

“Drake and OVO and all them is like family, so as soon as they heard that it was all love. As soon as we sent it to them, he sent it right back.” - MixedByAli

Punch: “We started recording that a while before he actually laid the vocals. That was probably one of the more difficult records because we knew people would love that record and it could possibly be a smash, so it took a while before we could get the right approach. We were in New York and he recorded the first verse and the hook. When we got back to L.A. he finished it. Then he re-arranged it. Then we put Drake on it. It took months to get that song [finished].

“We’re definitely not using Drake just because he’s Drake. The song sounds like Drake, it sounds like his lane. We’re definitely not forcing him on at all. That's how Kendrick works—if it fits the song then it’s whatever. But just because you’re a superstar doesn’t mean you’re right for this record. So it was a conscious decision to get Drake for that song.”

MixedByAli: “We were playing songs for Drake and Kendrick just knew he wanted to get him on there. Drake and OVO and all them is like family so as soon as they heard that it was all love. As soon as we sent it to them, he sent it right back. Everything we are doing is organic and we have to make it feel that way throughout the record so if Drake is on there it’s because Kendrick felt his voice needed to be on there.”

"good kid"

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Produced By: Pharrell Williams

Kendrick Lamar: “That represents the space I was in. Knowing that you’re doing wrong things, but at the same time, you’re a good kid at heart. I knew what I was doing and what I was getting myself into and the people I’m hanging with.

“[Getting in the studio with Pharrell] was insane. We did about five records together. He bangs out beats so quick, it’s amazing. So we was just cutting records. When he played that beat, I knew instantly that was the one I wanted for the title track. Just because of how dramatic it sounds.”

Pharrell Williams: "Kendrick is the black Bob Dylan. He’s the most phenomenal MC and his album will completely change the direction of hip-hop. It’s the most poetic, honest shit. He’s giving us rap songs full of hope.

“‘On ‘good kid’ he talks about how he didn’t let the craziness going on around him change him. He’s speaking of a Compton that’s very different from the one Dre and Snoop blessed us with. He’s giving us a new perspective on a world most people don’t even know about.

“His approach to music proves how much of a rebel he is for his art. This guy doesn’t care what’s going on with radio—he approached his album the same way Adele and Frank Ocean did. Those kinds of artists only care about making music that’s true to who they are. I could not be more honored to be a part of his album. It’s the return of the backpackers for a whole new audience."

“Kendrick is the black Bob Dylan. He’s the most phenomenal MC and his album will completely change the direction of hip-hop. This guy doesn’t care what’s going on with radio—he approached his album the same way Adele and Frank Ocean did.” - Pharrell

Punch: “That song started in Miami, working with Pharrell. It was a chill relaxed atmosphere. Pharrell is a good dude. The vibe was cool up there. Pharrell just sit there made the whole beat from scratch and we took it back to L.A. I think Chad might have added some more stuff. I’m not sure.”

MixedByAli: “That’s a real powerful record. It’s going to go over a lot of people’s heads. That record tells the story about the kid from the inner city who doesn’t really get too much attention. He’s overlooked and disrespected by the community.

“The police [be disrespectful] in the city. They don’t give a fuck about you. They do whatever they gotta do to get they paycheck or their raises. That shit’s the worst. He shows the part of the city from the inner city that made it out. That didn’t have to gang-bang but they went through the bullshit but didn’t get caught up in robbing and killing.

“And there’s another kid, how being a good kid is being stuck inside of the box and how [he] has no choice but to ride along on the drive-by shooting, have no choice but to go into the houses and rob, because this is what he’s around. This is his friends and family doing this, he’s just going with his people.”

"m.A.A.d city" f/ MC Eiht

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Produced By: Sounwave, THC, Terrace Martin

Kendrick Lamar: “‘m.A.A.d city’ is the turn up. That’s the side of Compton that everybody knows, the aggressive side. The first half of the song [is like] the interlude half of it, the actual song is with MC Eiht on it. That’s really the turn up. In that I state the actual title: m.A.A.d city.

“'m.A.A.d city' has two meanings; My Angel on Angel Dust and My Angry Adolescence Divided. If you listen to the album [you’ll find out] the reason why I don’t smoke weed. Because once upon a time, you’d find stuff laced with cocaine [and angel dust]. That caused a reaction and I put that inside the song. That really happened to me. That’s the reason for the title.

“MC Eiht gave us the stamp [by getting on that track]. He recognized that he’s actually been in that world too. MC Eiht is a great influence on me with him being from Compton and speaking on something that was real. MC Eiht influenced me by showing me that I don’t have to talk about a lifestyle that’s not mine to win. He talks about his lifestyle growing up. That stuck and people still relate to that. He gave me inspiration to speak on something that was real to me.”

MC Eiht: “Kendrick wanted me to get on the song. In this day and age, you appreciate it but you can never tell. Sometimes songs fly, sometimes they don’t. But he said that he wanted me to come to the studio. We got to the studio, he played me the track, we kicked around the concept and what he wanted. I tossed around some ideas, tossed around a few verses, and vibed out to his verses. And bingo, the song just connected.

“I thought it was a good look [to do the song]. I try to stay in tune with what’s going on nowadays with the young cats. I had heard a couple of Kendrick’s songs. Being from Compton, it’s always talk of the next young cat that’s coming up. So I’d been hearing a few things from him.

“Seeing as I’m trying to get my two cents towards what’s going on in the hip-hop world, when he called me up and asked me to be on the project, I was grateful. Kendrick told me that he had always listened to my music and he had grown up on my earlier stuff. A lot of young cats don’t like to pay homage to the older generation of rap. Seeing that I was sort of a little influence on him, it was just good to be a part of his album.

“I know he got Game, he got Dre, and whoever else [in his corner]. But to really come down to what they call the ‘hood level’ of music, it was a real big step. So I appreciated him and TDE for reaching out to me and just putting me on the project.

“His album is not on no cornball shit. It’s dealing with a lot of real issues and a lot of real hip-hop music. It’s real significant because it’s following a pattern of trying to bring the West Coast back as a whole. Not saying that we want to put the weight of the West on Kendrick’s shoulders because he’s a young cat and he’s doing his thing, but he’s representing.

“Anytime you got somebody coming out from the West Coast on a significant project like this, it’s always good to uplift the West Coast. Because not too many cats over here are being talked about or getting too much music out. So, to have a big release like this, with Aftermath and Interscope being behind it and taking a chance to come back to Compton, I think it’s real positive for the West Coast.”

'm.A.A.d city' has two meanings; My Angel on Angel Dust and My Angry Adolescence Divided. If you listen to the album [you’ll find out] the reason why I don’t smoke weed. Because once upon a time, you’d find stuff laced with cocaine [and angel dust]. That really happened to me. That’s the reason for the title. - Kendrick Lamar

Sounwave: “Originally, that song had a B.B. King record sampled on it. At the last minute, we find out we couldn’t use it [because we couldn’t clear the sample]. But we needed this record on the project. We couldn’t lose it. So I make some phone calls and find this incredible player named Mary Keeting and she just took it to another level. At first, the record was good. But after she did what she did with it... We can’t even stand [to listen to] the original version now.

“MC Eiht is one of Kendrick’s old childhood idols. He always looked up to him for his work in Menace II Societyand his music. Kendrick was just pitching ideas like, ‘What if I got MC Eiht on there?’ We all looked at each other, like, ‘What do you mean ‘What if? You have to get him on there!’ Eiht came to the studio, he sat there and wrote his verse exactly like how we wanted it to sound.”

MixedByAli: “A friend of mine was family to MC Eiht, and all I did was reach out. MC Eiht heard Kendrick was a fan so he came by the studio that day and knocked it out, quick too. I’m a young dude myself so I’ve never really heard too much music from him but when I heard the song it was perfect.”

Punch: “The ‘good kid’ is him and the ‘m.A.A.d. city’ is actually the mad city. That’s why those songs have to go back to back. We have MC Eiht on there to give it that authentic Compton sound. Even when we played it in New York people went crazy when they heard his voice. I didn’t know he translated to the East like that. It was shocking to hear the response he got in there.

“Funny story: When MC Eiht was texting me, I would hear his voice in my head when reading his texts. He says ‘Chyea’ in his texts and he says it exactly like that in real life. [Laughs.]”

"Swimming Pools (Drank)"

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Produced By: T-Minus

Kendrick Lamar: “That’s another record going back to the influence of the people around me and the household I grew up in. Each track flows into skits that really breaks down the understanding so that song goes into another skit.

“I wanted to do something that felt good, but had a meaning behind it at the same time. Really bringing that mainstream world to us, rather than a rapper with content along to the nation. I wanted to do something that’s universal to everybody but still true to myself.

"What better way to make something universal than to speak about drinking? I'm coming from a household where you had to make a decision—you were either a casual drinker or you were a drunk. That’s what that record is really about, me experiencing that as a kid and making my own decisions.”

MixedByAli: “With records like that, I actually get to see the music when I look at it. And when I heard the second verse and heard his conscience come in, I knew we had to do something to switch it up right there. So we changed that, did some panning, some vocal animations and stuff like that.

“That record came about when T-Minus sent us the beat. This was a minute ago, Kendrick was playing it and he didn’t even know what to do to it, it was so crazy. So a couple weeks later he just came with this song and it was a hit.

“That song was actually fun to mix. Me and Dr. Dre mixed that one. The beat is real open so you can kind of do whatever you want to it, as far as messing with the vocals. So I was just playing with some delays, some reverbs, tweak it out make it sound real eerie. 

"Working with Dre is amazing, man. Me, being the age I am, I grew up listening to this man’s music. Dre is a genius. He’s a perfectionist. And watching him work, I learned a lot. I gained so much experience and knowledge, even outside of music—all the stuff he’s seen and been through in his life. So I’m blessed to be in that position. He said that in 30 years, his whole career, he has never really mixed with nobody. I was like the first person he’s ever mixed with.

“Knowing that made me feel good. Like, ‘Man this is Dr. Dre!’ He knows all the frequencies. He knows what pockets to put all the sounds in and he knows what’s missing. When the full album is done he can just hear and know it’s missing some hi-hats here. He can make you get back and ad-lib. There’s no one better than Dre.”

“What better way to make something universal than to speak about drinking? I'm coming from a household where you had to make a decision—you were either a casual drinker or you were a drunk. That’s what that record is really about, me experiencing that as a kid and making my own decisions.” - Kendrick Lamar

T-Minus: “I’m good friends with the A&Rs at Interscope. We were working together and he had a bunch of beats of mine. He played it for Kendrick and he just fell in love with that one beat. Its funny, I was thinking maybe an R&B artist was gonna jump on that beat.

“He had the beat, he went in on it, and he sent it back to me. I did a little bit of post-production. On his end, he had his people touch up things on the record, vocally and instrumentally. That’s one thing that’s really important, getting that post-production done because a lot of times producers just wanna send out beats and hope that the record’s just gonna make itself. But it takes more than that.

“Kendrick and TDE, they know what they’re doing. They have a sound that they’re going for and they have a style. That’s what’s really important. I find with artists these days, they usually want some hot beats to jump on a record and that’s it, throw it out.

“With Kendrick, he comes with the whole package. It’s not just hot records, it’s a sound. That’s just one thing I’m used to with Drake because Drake has his own sound. We like to package everything. We don’t just do hot records, we like to do conceptual projects, conceptual albums. So, that’s one thing that I loved about this project.

“I don’t really say this much, but that record I feel like has a lot of integrity. People never address [alcoholism]. A lot of people, when they first hear it, they think it’s just about drinking and the positive effects of getting drunk. But this record talks about the negative effects as well. Which is really dope because not a lot of people want to touch on all the other things. That’s one of my favorite records that I’ve ever produced.”

Punch: “It’s a real deceptive record if you’re a casual listener. It sounds like we are celebrating having a good time before you actually dive into what he’s saying. He wrote it deceptive like that on purpose. If you just a casual listener go ahead, have fun. But if you really a fan of him you’ll get the message behind the record.

“That also plays a part into his actual background, what he’s seen growing up as a kid. If you look at the cover you see the 40oz bottle right next to the baby bottle. It was always around my household and the households of a lot of people I know.

“The album has the extended version because it plays more into the overall story. So it’s maybe another minute and a half to two minutes of music. You know when you do an album certain people might have certain songs exclusive to them? Like if Target has the album they might have certain songs exclusive to them. So we did a Black Hippy remix to ‘Swimming Pools’ for one of those things.”

"Sing About Me, I'm Dying of Thirst"

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Produced By: Skhye Hutch, Sounwave / Like of Pac Div

Kendrick Lamar: “That’s the story of it all right there, breaking down. In that song I’m breaking down the actual incident that changed my life: One of my partners had got smoked and I was right there to witness it.

Skhye Hutch: “I had gotten in with TDE through Tae Beats [of Digi+Phonics] and Ab-Soul, who opened his ear to me and let me produce on Control System. Kendrick hit me up searching for particular sounds and whatnot. I was already in my zone at the time, creating tons of beats so I was just sending him stuff. I was actually going to send this beat to Ab-Soul but I held off. I sent it to Tae and let him listen to it first. He went crazy and I was just like, ‘I’m going to send it to Kendrick.’ A couple weeks later, Kendrick hit me up like, ‘Yo, I really need that record.’

“I didn’t know it was going to be his most personal record. I had one of those Kanye moments where he gave the ‘This Can’t Be Life’ beat to Jay-Z. And he was like, ‘I didn’t know it was going to be that [personal]!’ I wasn’t expecting something personal. I just heard his voice on there.

“This whole album collectively is an amazing piece. He really puts his time into every single song, with his little ad-libs—anything. He’s literally hands-on with that. He’s to the T, bruh. Kendrick is such a complex individual. You think you know one thing, but nah, it’s something else.

“He changes his mind every second. I was just talking to Beast about this. I was watching the A Tribe Called Quest documentary [Beats, Rhymes, and Life], and you know how they were talking about how Q-Tip one moment would love the record, they’d be thinking it was a go, but then he’d change his mind? I was like, ‘That’s what Kendrick be reminding me of.’ I swear to God. He’ll sit here, and be like, ‘I love this record.’ Then next week, he’ll be like, ‘You know, I was actually thinking I want this old record that you did.’ Something I been sent him! His mind is constantly on the change. That’s how a lot of greats do it though—shoot, even Dre does that.”

Punch: “Kendrick came to me and said, ‘What do you think about putting these two songs together?’ Right off, I was just like, ‘Yeah, that’s genius, why not?’ What ties them together is genius. Those two songs are probably the heaviest and deepest songs.”

“In that song I’m breaking down the actual incident that changed my life: One of my partners had got smoked and I was there right there to witness it.” - Kendrick Lamar

Kendrick Lamar: “The same day [my homeboy got shot], I ran into an older lady. I don’t want to say she was religious, but she was a spiritual lady who broke down what life is really about to us.

“‘I’m Dying of Thirst’ represents being in a situation where all this happens throughout the day, but at the end of the day we run into this particular lady and she breaks down the story of God, positivity, life, being free, and being real with yourself. She was letting us know what’s really real. Because you have to leave this earth and speak to somebody of a higher power.

“That song represents being baptized, the actual water, getting dipped in holy water. It represents when my whole spirit changed, when my life starts—my life that you know right now, that’s when it starts. The whole album is really it’s own. I can go back and listen to these stories and know that they come from reality.”

Like (of Pac Div): “Me and Pac Div was on tour last year with Mac Miller and on Thanksgiving we had an off day in South Carolina. It was like two in the morning and I started making beats. And this particular one I came across, I was just really in the groove man. Something was telling me to send it to Kendrick.

“I wasn’t going to send it to his management, I had his email so I contacted him directly. It was like three in the morning by the time I finished the beat. I sent it to him and he hit me right back, like, ‘Yo man, this shit is crazy. I got the lights off, candles on writing this, man. This is a gem.’ I didn’t think nothing of it, I just knew it was a dope beat. If he wasn’t getting on it, I was definitely going to use it for myself.

“Some months later I ran into him at SXSW and he was like, ‘Yo I got classics to your joints.’ And I was like, ‘Damn, that’s what’s up.’ And he went further and whipped out his iPhone and just started playing me my beats with his vocals over it—it was like three or four songs. I was like ‘Shit man, that’s what’s up.’

“He also reached out and dropped a verse for our album coming out in November. He hit me up, like, ‘Not only are you a dope rhymer, but you dope on the beats.’ It meant a lot. We used to do Key Club, we used to do Roxy, we used to do all the major hip-hop show spots in L.A. I remember the whole Black Hippy used to open up for us. We always opened our doors and welcomed them, we’ve shared dressing rooms. We know a lot of mutual friends. It’s a family affair.

“The West—we’ve been working for a long time, man, and not to be selfish, but yeah, we kind of want our recognition back. You know, it ain’t been the same since 2Pac. We just making sure cats knows what’s up and he’s definitely holding it down. This album could very well be nominated for a Grammy.”

"Real" f/ Anna Wise

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Produced By: Terrace Martin

Kendrick Lamar: “That’s the start of me recognizing everything I was doing throughout that day, it wasn’t real. Everybody has their own perception of what a ‘real nigga’ is. Most of the time a real nigga is a street cat or someone putting in some type of work and doing violence. That’s what we thought they was. Someone who’s about that life.

“But on that record, it was me getting an understanding of what real is, and my pops breaking down on that record. It shows the influence he had on my life. Real is taking care of your family. Real is responsibility. Real is believing in a high power, believing in God.

“Real is having morals. Real is carrying yourself in a manner where you’re not influenced by anybody else. You have your own mind, your own outlook on life. You’re not doing what’s just the trend or doing what people want you to do.”

“On that record, it was me getting an understanding of what real is, and my pops breaking down on that record. It shows the influence he had on my life. Real is taking care of your family. Real is responsibility. Real is believing in a high power, believing in God.” —Kendrick Lamar

Punch: “Terrace and Kendrick got a certain chemistry. They have been working together for years. Terrace is basically an honorary member of Top Dawg Entertainment. I mean, he’s been around from the beginning, even since some of the original cast members, so that’s family. That’s just like him working with Sounwave—they have their own particular thing.”

Terrace Martin: “I was in New York last December and we had some free time so we got a studio. I realized that I didn’t have no equipment on me, all I had was my laptop. Anybody that knows me knows I like to use my keyboard. So I had my homeboy email me Logic. I installed Logic and I had never used it before. So I was like, ‘Let’s do something different. Fuck all this. What do you feel like?’

“I had been playing with a Brazilian band at the Blue Note in New York, so I had been hearing samba for the last seven, eight nights. I ain’t even going to lie, when he first got into the booth and sung the hook, I was like ‘This shit is horrible.’

“But then he kept on stacking vocals and I kept hearing the harmonies and the vibe. It’s weird because I didn’t realize that he did sound like true samba, true Brazilian music with his tonalities in his voice and everything. He killed that shit.

“He channeled that real authentic Brazilian shit. He channeled that melody and a different rhythm in his voice, a different tonality. ‘Real’ is really a samba that’s unwritten. He channeled that shit as if he was playing in Stevie Wonder’s band for 20 years.

“It was kind of a special night, and we had cheap wine—like $2 bottles of wine and a bunch of girls that looked horrible and Brazilian music going on, but it worked out. It was Compton Brazilian music. Then we came back to L.A. and Dr. Dre mixed the hell out of the record. God, it was so loud.

“I’m extremely close with Kendrick and Jay Rock, cause we all started together. We got our first love for the money together. We got our first heartbreak together. We’ve known each other for seven or eight years now. I was always playing in jazz clubs too and that’s why we all love it because they like my jazz influence over the beats and I always like their sense of poetry over my music.

“Kendrick Lamar is the John Coltrane of today. Because if you ever get a chance to read the book—JC Thomas wrote it in the early ‘70s—it’s called Chasin’ The Trane. It describes Coltrane as a shy, soft-spoken person who would practice eight or nine hours every day.

“Coltrane was soft-spoken, like Kendrick, and he wanted to be better and better, like Kendrick. Everybody had been calling Coltrane the best, but he said, ‘Nah, I’m not the best. I’m going to get better, and better, and better.’ Same thing with Kendrick. Everybody’s calling him the best, and he’s saying, ‘I’m just trying to get better, and better, and better.’ He really cares about the art. Everything else is kind of like a blur to him. 

"Coltrane always acknowledged the cats before him. John Coltrane acknowledged Charlie Parker, Sonny Stitt, Dizzy Gillespie, and Thelonious Monk. Kendrick always mentions Snoop Dogg, DJ Quik, Cube, Jay-Z—he always mentions all these characters in his interviews, and that’s a true humbling experience. I think artists like that go a long way because you have to know where you’ve been to know where you’re going.

“And Kendrick raps his fucking ass off like Coltrane plays his ass off. If you ever get the chance to be around Kendrick, he’ll talk to you and then he’ll go in his little corner and rap, and rap, and rap. He'll come up with different patterns and different phrases.

"In a nutshell, it’s deep. If you listen to John Coltrane Giant Steps, and you listen to Section.80 and listen to the cadence, it’s almost identical. Like hella 32nd notes, 8th notes—it’s deep. It’s just weird how that little motherfucker channels all that shit without hearing that stuff.

“This spirit of the jazz greats and the hip-hop greats combined and laid a baby in Kendrick Lamar. I’m serious. And that’s why to me he’s one of the best. Not because he’s the best rapper, but because he has a true understanding of the history, and of the art form itself. If you respect the art, the art will respect you.”

"Compton" f/ Dr. Dre

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Produced By: Just Blaze

Kendrick Lamar: “That’s the start of my life. That’s the start of the positivity that I kept in. That’s the exact start. The movie ends after ‘Real.’ You’ll hear the cassette loading. It ends with ‘Real.’ The new chapter starts with ‘Compton.’”

Punch: “‘Compton’ is a record I wanted from the jump. I wanted to actually put that out before ‘The Recipe.’ I just felt like that's such a statement with Dre because it was such a summation of the whole project.

“Kendrick is such a perfectionist that sometimes I just leave the studio. I’ll be gone. I think he got it good the first 20 times. I think he got a lot of that from Dr. Dre though, because when Dre first worked with him on Detox, Dre really made an impression on us.”

Kendrick Lamar: “One of the reasons why it’s the perfect song is that the history behind that song is incredible. It was the first song I ever recorded with Dre. It was the first time meeting him and actually walking in the studio, that was the beat that was playing. He was testing me out, to see if I could—that’s really me rapping, better than here. That was the first song. It was a great experience. I’ll never forget that exact moment.”

“One of the reasons why it’s the perfect song is that the history behind that song is incredible. It was the first song I ever recorded with Dre. It was the first time meeting him and actually walking in the studio, that was the beat that was playing. I’ll never forget that exact moment.” - Kendrick Lamar

Punch: “We were at Dre’s house recording at four in the morning. We were working on this one song for hours. Dre’s like, ‘I’m tired. I’m going to go to sleep. Y’all can continue working if you want to.’ He goes up to his room, maybe 10 minutes later you hear the same song we was working on blasting in his room. He runs downstairs and worked until eight in the morning. And Dre, he’s set. He doesn’t have to work another day in his life. So to see his work ethic, it really made an impression on us.

“It trickled right down. So Kendrick is not going to budge or compromise on his art. So if he’s not pronouncing something right, he’s going to make sure he’s got it before the public hears it. Because Dre came down and worked for four more hours and he don’t have to do none of that—he’s set forever. So that definitely trickled down.”

Just Blaze: “We always knew that the record was gonna be about Compton. Even before we made the decision to definitely make it a Dre and Kendrick record. Originally that was for Detox. We were trying to figure out who we were gonna put on it and there were a couple of revisions.

“Dre, he pieces songs together. He might like a couple of bars of a verse from one person, a couple of bars of a verse from somebody else. So, he had a bunch of people writing to it because he was trying to figure out who he wanted to feature on the song. So Kendrick wrote to it. When he decided to put Detox on hold again, he’d never forgotten about that track. He was like, ‘I wanna just use it for me and Kendrick instead of holding it for my album.’

“One of the key things about the record is I like my records to have a start and a finish. Things like that make them more memorable. I did the same thing kind of with songs like Drake’s ‘Lord Knows’ at the end. It’s cool if I have a record that ends up charting and is all over the airwaves. But I’d like to convey statements and emotions, not just through words, but through the music. So I just try to give people a feeling or something that they’ll remember way after the single’s come and gone. I try to make a record that we’ll always go back to.

"When I had originally did it for Dre, it was just a skeleton, it wasn’t fully flushed out. So it didn’t have an opening and a closing. I went back and added that whole synth and vocoder at the end to make it an event, close the record out, and make a statement. Even though it’s not necessarily an L.A. sounding record, I wanted to try and bring it full circle. I wanted the record to reflect what I do, but also reflect who they are, geographically and musically, as well.

“One of the things I always get from the people at Aftermath is like, ‘Yo, you’re one of the few producers who Dre actually respects and is really a big fan of.’ So working with him is always very easy, because he lets me do me. That in itself is very humbling. There are times where I’m sitting there saying to myself, ‘Yo, I’m actually on the phone with Dr. Dre.’ I can just pick up the phone and get him on the phone. I’m not bragging when I’m saying that. It’s amazing because this is somebody that was definitely an integral part of my musical history.

“I’m happy to still be here. I’ve been here a long time and the shelf life for producers in hip-hop is not that long. You get a couple of records, you’re in and you’re out. So for me, 15 years later, to still be here and be part of something that’s so highly anticipated, I’m grateful.”

"The Recipe" f/ Dr. Dre

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Produced By: Scoop DeVille

Kendrick Lamar: “That was a street single. That was the warm-up to let people really know what’s coming. Scoop DeVille actually came through with that joint and I got really fired up talking about how much fun I was going to have doing it. I was sold automatically. I laid it down, Dre came through, laid it down, and that was it.

“That’s the only one I thought could be a radio smash. But I never wanted my debut to become a super big song because then you have to follow up with that. I don’t want my album—I don’t want my career to start at that highest point and then decline. I always wanted to climb higher with each step. Everything is set up for a reason.”

“I never wanted my debut to become a super big song because then you have to follow up with that. I don’t want my album—I don’t want my career to start at that highest point and then decline. I always wanted to climb higher with each step. Everything is set up for a reason.” - Kendrick Lamar

Scoop DeVille: "Stat Quo came to my apartment to hear some beats. He was vibing heavy with me. I put that ‘The Recipe’ beat in his hands originally. After Stat left my crib he called me back a half hour later and put Dre on the phone. He asked me if I'd be down to work with him on some pieces. Of course I said I'm with it.

“I did the beat about a year ago but I always knew there was something special about it. I heard that original record premiered on a radio station out here in L.A. (KCRW) and it was so dope of a record I had to flip it. So shouts to Stat. That record was such a major look. I'm honored to have the bonus record. This is just beginning; expect more collaborations with me and TDE.”

Punch: “We want what you hear to be fresh. We don’t want to drop a mixtape then drop a whole album with the same songs on there. So the basic storyline, from track one through twelve, and the bonus tracks, are extensions to the story line. ‘The Recipe’ is an overview of Los Angeles outside of Compton, the whole L.A. so it makes sense for it to be after ‘Compton.'

“We did a video for it but it didn’t come out exactly how we wanted it. By the time we were going back and forth with the edits ‘Swimming Pools’ was ready so we decided to go ahead with that. That’s just us preferring to give you fresh material for the album as opposed to stuff that's been out for months already.

“It did what it was meant to do: It gave Kendrick a presence on the radio, which was something we didn’t have. We was happy with that and now ‘Swimming Pools’ is doing great and ‘The Recipe’ started that relationship with radio.”

"Black Boy Fly"

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Produced By: Rahki, Dawaun Parker

Kendrick Lamar: “That song is talking about everybody that I seen winning in the city when I was growing up. I speak on two particular guys. The first guy is Arron Afflalo, he played for my high school, Centennial High, and he’s in the NBA now. Just knowing that he was going to the league at the time it was like, ‘Damn, he’s the one making it out.’ I was tight about the situation, like, ‘Damn, why is he making it out of this shit? Why are we doing all this stuff and not making it out?’ It’s jealousy.

“And I spoke on another cat, another mentor of mine named Jayceon Taylor a.k.a. Game. Before I met him, I was still in school and recognizing that he’s from Compton and he’s making it out. So it’s like, ‘Damn, those two cats are doing it, what are we doing? We’re still stuck. Doing nothing.’ And that’s being inspired by that. That’s why I said ‘Black Boy Fly.’ They did something with themselves to get out of poverty and make a better situation with their lives.”

Punch: “I thought that was a real important song for Kendrick and the project but [it didn’t fit the narrative of the regular cuts].

“The thing with Kendrick is his recording process is kind of weird. He’ll be doing something and then stop and do something completely different. Then like weeks later come back and add four bars and change a hook somewhere. It’s like a puzzle to him.

“It’s not like he’s concentrating on one song, finishing that one song then moving on to the next one. He’s got all the pieces sitting in front of him and he’s just trying to make it fit. He’s like a scanner going back and forth to different things.”

"Now or Never" f/ Mary J. Blige

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Produced By: Jack Splash

Kendrick Lamar: “That’s me acknowledging everything that’s going on right now [in my life]. From the shows to going around the world and being inspired by that. Actually seeing the [dreams] that I had years ago coming true and recognizing that this is a celebration. It’s a real fun up-tempo joint. The album’s so dark, so by the time people catch up to where I’m at today, this is where I’m at.

“I’m not really focused on going to somebody’s else world. It’s really about them coming to us and coming to the people that’s been riding with me since day one—my fans—and welcoming them into our world. This was the state I was in when I was recording this record, what I wanted to convey.

“I’m not really focused on what the masses think. I’m representing a groundbreaking of people that actually go through certain situations and a day in their life, and they can experience that with me. So it’s really about the other mass I attract to coming into our world.”

Punch: “That song feels like the credits rolling to a movie. Originally, it was supposed to be Jazmine Sullivan on the hook. We felt for that type of record, we needed a presence like Mary J. Blige. Records sounds so big and Mary is the queen of hip-hop soul. Who is bigger than her based off how we grew up and what we’ve been through? It just made sense.”

"Collect Calls"

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Produced By: THC

Kendrick Lamar: “On ‘Collect Calls’ I’m speaking from the standpoint of hearing my uncles or my homeboys, always trying to break through the line and get their mother or get their grandmother to take the block off the line. Always saying that it’ll be their last time going up in there.

“So I’m speaking from that standpoint of what I know, being behind the walls. Experiences of my people coming up. Yeah I picked up [a few collect calls]. I got in trouble like a motherfucker too. [Laughs.]”

MixedByAli: “It’s crazy how Kendrick works, because he just had the 12 songs and it was like the story he was telling, it fit, but it didn’t for that time period. It’s like, ‘OK, this song couldn’t go there because that is what happened this time.’”

Punch: “‘Collect Calls’ could’ve easily been in the actual sequence of the basic album, but those other songs that fit in a little better. But what’s being said on ‘Collect Calls’ is such an amazing part to m.A.A.d city that we had to keep it regardless.”

BONUS: "Cartoons & Cereal" f/ Gunplay

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Produced By: THC

Punch: “[It didn’t make the album because of] basic sample issues. It’s simple as that. If we were to try and re-do the sample, it would take away the original feeling of it. We didn’t want to risk it. That’s just one of those records. That’s one of those b-sides that’s going to be around and ain’t really attached to nothing. If it wasn’t for [the sample issue], it would’ve been on there.”

Kendrick Lamar: “I got something else for that, a different space for that [to go]. We’re going to find something crazy for that one. We had [an issue with sample clearances] but I don’t want to let that record die. That was my idea [to put Gunplay on the song]. People thought I was crazy for it. I just know his flow and his cadence is crazy and his consonants is crazy. [I knew] he’d do it justice and that he did. He’s definitely crazy man.”

MixedByAli: “Everybody in our age bracket has experienced at least one thing that he talks about on this album. Coming from where we grew up we were exposed to a lot of shit that a lot of people really wasn’t exposed to like parents taking drugs in front of them, house parties, drinking, everything.

"This album is us, it’s ours, it’s the ‘80s babies album. Listening to it, you have no choice but to relive something you experienced growing up.

“The mindstate at TDE has always been hard music and hard work. Our whole thing is to hustle like we broke. No matter what we have—this hype, or Dre behind us—we still have to keep doing what we’ve been doing, putting out great music and not disappointing our family, which is our fans. We want to continue that and not let nobody down and keep progressing.”

Punch: “This completes the whole introduction of Kendrick Lamar. It’s different between a plan and a purpose. The purpose is to make the best possible album we can make. We want the classic album. We want people to compare it to Reasonable Doubt, The Chronic, Illmatic, that’s not lost on us. I hear people talking about he just wanted to make some money but our purpose was to make a classic album.

“We got a few different directions to go. We got Schoolboy Q coming, Jay Rock been working, and we got the Black Hippy project. Ab-Soul got an album he already done and he just dropped Control System. These dudes don’t stop working so we’re going to keep putting out projects, keep touring, and doing the whole thing.

“This is everything we’ve been working for. Imagine starting out with zero fans, alone in the studio making music, to doing shows with five thousand people there. This album is just the stamp. It’s a mark in what we’re ultimately trying to be. We want to be dominant, to be mentioned with the great companies: Roc-A-Fella, Death Row, Cash Money all the way up to  Interscope and Aftermath. Our goal is to be one of the dominant companies. We always joke around and say Ab-Soul has got his third Grammy speech prepared already. That’s how far in advance we think.”

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