According to Dr. Dre co-writer J-Flexx, this song was originally written by him, then Dre scrapped his vocals and wrote to it, but RBX heard the beat in the studio at Dre’s house and wanted it, so Dre gave RBX the beat. This song was written in 1996 and briefly reunited Dre with Chris “The Glove” Taylor. Three members of Dre’s “Soul Kitchen” 1996 Aftermath production team wrote this.