99 Problems

Ice-T recorded the original version in 1993 on his album Home Invasion. Jay-Z's version uses the same music style and also the line, "If you've got girl problems I feel bad for you son, I've got 99 problems but a bitch ain't one," but the verse lyrics are drastically different. Rick Rubin, who produced the track for Jay-Z, says it was comedian Chris Rock who had the idea of adapting Ice-T's song. The music producer told New York Magazine: "[Chris] said, 'Ice-T has this song, and maybe there's a way to flip it around and do a new version of that.' And I told Jay-Z the idea and he liked it." "The Ice-T song is about 'got 99 problems and a bitch ain't one', and then it's a list of him talking about his girls and what a great pimp he is," Rubin continued. "And our idea was to use that same hook concept, and instead of it being about the girls that are not his problem, instead of being a bragging song, it's more about the problems. Like, this is about the other side of that story."

By 2003, Jay-Z had a lot of projects going on, including a clothing line, a vodka and duties as a music mogul. In this song, he makes a statement that all these projects come with associated problems, but he was unaffected by girl problems. This was around the time he started dating Beyoncé.

Mark Ross, who was a member of 2 Live Crew known as "Brother Marquis," performed on the original Ice-T version of this song and claimed that he helped write it. Ice-T and his producer DJ Aladdin (Alphonso Henderson) were credited with writing the song, which earned them composer credits on Jay-Z's version as well, which was a nice payout for royalties. Ross filed a lawsuit in 2005 alleging he was paid just $10,000 for his contributions, but was entitled to much more. In an interesting act of contrition from the former 2 Live Crew member, his lawsuit stated: "Counsel for the plaintiff apologizes to the court for the graphic and profane nature of this song included in the body of this complaint."