The genesis of this collaboration was an accidental meeting between the two stars on a flight to New York, when they discussed working together. Cudi told MTV News that he was surprised the Queen of Hip-Hop Soul was open to working with him and found a record he thought she would fit. "She liked it, but she asked to hear other stuff," Cudi recalled. "I was immediately standoffish. I was like, 'Man, I don't want to play all of these other songs, me talking about cocaine and wilin' out
and stuff. I don't want to disrespect Mary, and I know these topics are really intense, and the song I wanted her on was an upbeat, 'Family Affair,' happy. It's a completely different vibe, and I just didn't know how she would respond.
I played her 'Don't Play This Song,' and she was like, 'I want to get on that.' I was like, 'You can get on anything you want.'"
According to Cudi, Blige stepped into the booth and nailed her vocals in one take.