Jay Z was going into retirement and asking different producers that he liked to each do a track. We went in several times. He had started something that was more rooted in the old Def Jam sound. He suggested using 808s, so we came up with a polyrhythmic beat that functions in a similar way to ‘Going Back to Cali.’

The idea for the song was Chris Rock’s idea. He said, ‘Ice-T has a song called “99 Problems.” It’s a great hook: “I got 99 problems but a bitch ain’t one.” It’s a great phrase. Jay Z could make a great record out of that.’ I told that to Jay, and he wrote the song based on the title. The idea was, it’s the opposite song. In the Ice-T original song, it’s all about the girls. Our idea was, ‘OK, this will be a song with the same hook about the problems.’

He took the track in the back of the room and played it over and over again and wrote whole complicated verses in his head. It took him about half an hour. And he’d run in the other room and just do it several times, and each time he did it, the inflection and flow would be different. It would fit the beat differently, or he’d emphasize different words. Each one was its own unique performance. He did that for each of the verses: He’d listen, write and record. I’d played him the beat at night, and the next day he came in with a page of lyrics. He said it was the first time he had ever physically wrote anything down before for any record. He was just very inspired by that beat, and it was a miraculous thing to behold.

After he did the vocals, we did some more scratching and drops and just kind of made it into the record that it is. The guitars were a combination of old records that were sped up or slowed down, scratched in, or in some cases, we played guitars and then made a disc and scratched them in with a digital turntable. It was all processed and made new.