Lamar chronicles the struggle of growing up in Compton on this track where he spits rhymes about poverty, gang war, and the crack epidemic. Most of the cuts on Good Kid, M.A.A.d City find the rapper discussing his life in the infamous Californian city. "The kid that's trying to escape that influence," he explained to HipHopDX.com, "trying his best to escape that influence, has always been pulled back in because of circumstances that be."

The cover of Good Kid, Mad City features a Polaroid dating from 1991 in which a young child sits in the lap of an uncle who is also holding a gang sign. We see on the table both a bottle of malt liquor and a baby bottle. "We got photo books full of pictures like that," Lamar told Spin magazine. "I was in that atmosphere every day until my teenage years."

The Compton rapper added that he picked the photo, "for the innocence in that kid's eyes, not knowing that a baby bottle and a 40-ouncer… It's still so vivid to me. This picture shows how far I really come."

Pharrell Williams supplied the beat for this track. "Pharrell really does this music like this is his first time in the studio. He still got that hunger," Lamar told Billboard magazine of working with the renowned producer. "He's one of the producers that pulls out his keyboard and pulls up the session and make a crazy beat right front of you."

"We knocked out six records in two days," he added. "Just by off the vibin' [and] creating from scratch. To hear all the music that he's making and reminisce all the music that I love to listen to, he's making it right in front of me now is a crazy feeling."