Songfacts®:

• This song finds a heavily Auto-Tuned West lamenting over a failed relationship with a good girl gone bad. "This is the time when my heart got shot down," he recounts. Kid Cudi arrives at the end to spit the outro. The former GOOD Music man is a frequent contributor to West's work with writing credits on several 808s & Heartbreak tracks as well as features on "Welcome to Heartbreak," "Gorgeous" and "All of the Lights."
• Grand Hustle rapper Travis Scott first became widely known for his production and verse on GOOD Music's "Sin City," and West enlisted the Texan early on to travel to Paris to work on Yeezus. This is one of several tracks that he has co-producing credits on. "I went to Paris super early," he told MTV News. "At one point it was just me, Kanye and Noah [in the studio], and that's when he first introduced me to some of the [song] ideas. I was just around him a lot, especially for this album, curating sonics," he added. "It's like crazy memories."
  
  "I just heard the songs and added to [them]," Travis said of his contributions. "I was just giving my thoughts. Like I said, his process of working, it's ill, man. We [were just trying out] mad ideas and then whatever comes out, comes out."
• The song features a chopped up sample of Dancehall artist Popcaan taken from Pusha T's "Blocka." The street anthem is from the Clipse man's Wrath of Caine mixtape and the track also features Travis Scott.
  
  West also interpolates Lords of the Underground's 1993 single "Chief Rocka." A line on his first verse, "the one Chief Rocka, number one Chief Rocka," was the hook of the original song.
• The Dallas-based producer S1, (also known as Symbolyc One), supplied the beat. He previously worked with West on his My Beautiful Dark Twisted Fantasy single, "Power." Speaking with Hip Hop Magazine, S1 recalled his contribution: "Before Kanye started this album he had like 20 beats from me on hold, but what's crazy is none of those 20 joints made the album," he said. "'Guilt Trip' was actually a joint I did in London for Watch the Throne. In fact, Kanye and Jay were in the room with me when I did it. I did it on the spot and they loved it – Kanye laid a verse immediately on it, and he ended up using it for this particular project. I make music to the best of my ability and move on, 'Guilt Trip' is an example of that — a seed I planted a while back that was used later on."
• When asked by Complex magazine how he felt about being featured on the song, Cudi admitted that he wasn't exactly thrilled about it. "The vocal that I did on that song was a couple years old. I forgot which session it was, but it was just a reference. I discovered that I was on the song via Twitter," he explained. "I saw kids hitting me up, like, "Are you on Guilt Trip? or saying 'Great job!' and I'm like, 'What the f--k is everyone talking about?' So I go on Twitter and then I hear the song and I'm like, 'Okay. I know the beat. I know the song.' Then I'm like, 'Oh man, Okay.' Part of me was flattered, like, it's kind of cool that he thought of me."
  
  "Then I started thinking about it more," Cudi continued. "It was like, Why not call me and have me come in there and give it? Why underuse me? Why put four bars of vocals to coax my fans into thinking this is a legitimate Kid Cudi feature on this song and it isn't?"
  
  "It's weird," he concluded. "I don't know how to feel but I would've much rather been off that song. I don't care to be on people's songs like that. Unless it came from a legitimate session where we're all vibing and have an idea."