In an interview with MTV news, Jay-Z described this collaboration with Lil' Wayne as more of a conceptual song than a back-and-forth lyrical exercise: "[Wayne's camp] sent the record and it was done," Jay elaborated. "So it wasn't like a collaboration thing. It was done already. Gee [Roberson] and [Kyambo] 'Hip Hop' [Joshua], who came from Roc-A-Fella and went on to do great things - I'm very proud of them - manage Wayne. That whole thing came through them. It's more of a great record than a lyrical slugfest. It's more a creative, great record than 2 guys spitting."
This samples The Beastie Boys "Hello Brooklyn," from their 1989 album Paul's Boutique. In the same interview Lil' Wayne said: "The song has a sample on there that says, 'Hello Brooklyn.' I made it so that I'm talking to a woman and the woman has the traits of the actual place [where the song is set]. I say, 'She love B.I.G. but she like Tupac, and every time I say, 'Jay-Z,' she say, 'It's the Roc.' Me not being from Brooklyn, I think it's cool because you always wanna know what an outsider thinks of your place."
Lil' Wayne added that this track was actually intended for his album Tha Carter, Vol. 3. He said: "It was produced by my homeboy Big D a long time ago. Jay heard the song some type of way, and when he heard it, he said, 'Ask the homie if I can get this.' When I was asked the question, I told them it wasn't even a question - he's got it. Everybody in the world knows how I feel about Jay. He's the king, utmost respect."