Eminem opens his The Marshall Mathers LP 2 album with this seven minute epic where he revisits the original Marshall Mathers LP character "Stan" via his vengeful little brother Matthew. Em told Rolling Stone regarding the LP: "It's not necessarily a sequel... As much as it is a revisitation — like this is a different time period in my life. So there's not gonna be like, continuations of every song or anything like that. To me, it's more about the vibe and the nostalgia."
The song was produced by: Dallas-based producer S1, (also known as Symbolyc One), who supplied the beats for Kanye West's "Power" and "Guilt Trip." Australian hip-hop producer and artist M-Phazes, whose debut solo long player, Good Gracious, reached the Top 20 of the ARIA album charts in 2010. The Gold Coast native has worked with a huge range of artists throughout his career, including Talib Kweli, Xzibit, Kimbra and Eminem touring partner 360. Miami-based record producer StreetRunner, who is best known for his work with Lil Wayne, which includes the Drake collaboration, "With You" and the single "My Homies Still."
The chorus is sung by Texas singer-songwriter Sarah Jaffe, who is one half of S1's duo The Dividends.
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