This track is titled after the Harlem rapper Max B, who began serving a 75-year prison sentence in 2009 for charges of conspiracy to armed robbery, kidnapping, aggravated assault, and murder. It finds Rocky contemplating all his unlawful acts and wrongdoings that could have landed him in the incarcerated rapper's shoes.
London vocalist Joe Fox croons the hook. He said to The Fader that Schoolboy Q told him that he had a "sample voice." He explained: "A lot of people have said that; when they say 'sample,' they mean an old record. So it's cool when people say that. When we were mixing the record, one engineer was even trying to Google the sample on 'Max B.' He was googling the lyrics, trying to find out where the sample was from. It was like, 'No, that's Joe.'"
Hector Delgado's beat does include samples of Bob James version of the Paul Simon song "Take Me To The Mardi Gras" and "Who By Fire" by Leonard Cohen.