During the summer of 1998, a then teen-aged Noah Callahan-Bever, Complex's future editor-in-chief, witnessed the creation of Eminem & Royce Da 5'9"'s underground classic Bad Meets Evil. Nearly 15 years later the trio sat back down to talk about the good old days and where BME goes from here.

Story & Photography by Noah Callahan-Bever (@N_C_B)

“Y'all play ‘Corners’ in New York?”

When he said it, I had no idea what Eminem was talking about. However, I figured it out pretty fucking fast when, immediately afterwards, he threw his forearm into my back, introducing my chest and face quite abruptly to, yes, the corner of the elevator. Never a spoilsport, my 19 year-old self quickly returned the favor, throwing Em into Royce, who was catching his balance having just ‘cornered’ Skam, the elevator’s fourth occupant. Straight out of the WWF playbook the two of them then dove back at me together and all three of us collapsed into the wall, sending the car swinging wildly and bouncing around the sides of the elevator shaft. Instantly an alarm rang and the elevator, now in between the 23rd and 24th floors of this Time Square Double Tree hotel, stopped abruptly.

The four of us looked at each other. We were stuck. Fuck.

Stoned and hungry as hell, all I could think about was how long it was gonna take a repair man to show up at midnight on a Saturday. We’d been on a mission to McDonald’s, after all. Em and Royce? They were more concerned with who had what pills. Skam was kind enough to point out the whole no-bathroom situation. That’s when Em, 26, and Royce, 20, decided that, because I was the youngest (duh!), my corner would, if it came to it, become our make-shift toilet. Of course they did. This is what happens when Bad Meets Evil.

I’d met Em and Royce in Burbank, CA, back in ’98… we talked about really mature things like how many women we’d slept with and vandalized every corner of the apartment complex with pee.

It was during July, 1998 that we spent 120 minutes stuck in that now infamous elevator (Every time I’ve seen Eminem since, the first thing he says is, “What’s up Noah-from-BLAZE? Been stuck in any elevators recently?”). I’d met Em and Royce in Burbank, California about 2 months prior on assignment by BLAZE magazine, after having met his manager Paul Rosenberg in Fat Beats and hearing rough mixes of “My Name Is” and “Guilty Conscience.” For a week I shadowed Em as he mixed The Slim Shady LP. This mostly involved smoking a shitload of weed, trying a Vicodin on Em’s recommendation that did not sit well at all (he and Royce had driven to Tijuana a day before my arrival and were flush, and generous), and loafing around the studio watching the magic happen. And then sitting around their barely furnished and very messy corporate apartment talking about really mature things like how many women we’d slept with (I padded my number to keep it respectable) and vandalizing every corner of the apartment complex with pee.

Only a year into my career as a music journalist, I couldn’t articulate what made Em so compelling. Obviously, his music was strong but there was something else. From the moment we exchanged pounds I knew he had something. For lack of a better term, it was a star-charisma, unlike any other artist I’d interviewed. It’s why I bought a disposable camera and documented the trip (see inset photos). I have never taken a picture of an artist before and I haven’t done it since.

So when I came back to NYC, naturally, I regaled everyone that would listen about how I’d heard the future of rap. One of these people was a new friend and mentor Jonathan Shecter, who had been the founding Editor of The Source and recently launched an indie hip-hop label called Game Recordings. Sitting around his conference room listening to a copy of The Slim Shady EP, I’d burned for him, Jon, very enamored of Em’s talents, started brainstorming how he could work with the already signed rapper. We’d been laughing about how the titling of the “Mos Def & Talib Kweli Are Black Star” project was kinda pretentious, so I jokingly suggested taking the piss out of it with a “Eminem & R.A. The Rugged Man Are White Trash” collaborative single. We all agreed this was a very funny, very bad idea. But it planted a seed in Jon’s brain.

He and Paul linked shortly thereafter and Paul came by Game’s TriBeCa office and played the album for Jon, myself and Game art director and graff legend Todd “REAS” James (who would later design the original Bad Meets Evil logo). Next thing I know Jon’s telling me that he and Paul made a deal for a Bad Meets Evil single with Eminem and Royce.

A few weeks later Em and Royce came to town with the Lyricist Lounge Tour and performed at the Tunnel. They had time off until their next date, in Boston, so somehow, even though I wasn’t writing about them, I ended up becoming their New York tour guide for a week and a half.

We had some bizarre misadventures, like the elevator incident. The funniest of our exploits occurred in front of the Virgin Mega Store, when a crew of Black Israelites started heckling Royce for hanging out with “two grafted devils, born of rats and pigs.” Royce reached in his pocket, pulled out a knot and made it rain on their DIY genie outfits. “That’s what you want, right? You want some money, here!”

Speaking of money, with a few grand cash in their pockets, courtesy of Shec and the Bad Meets Evil deal, both Em and Royce went completely apeshit in Dr. J’s and Niketown. At this point, though, Em hadn’t figured out his look. In Burbank it had been an everyday uniform of black sweats and grey sweatshirts. And that same damn Nike hat. But being on tour, and having some money, the still brown-haired Em was ready to get fresh. They bought Avirex leather bombers, which Em hilariously hid from Paul, literally under his bed, for fear of seeming fiscally irresponsible. Perhaps the most significant purchase of the trip, though, was the two silver hoop earrings that would become part of his signature look in those early years.

A crew of Black Israelites started heckling Royce for hanging out with “two grafted devils” (a.k.a. me and Em) Royce reached in his pocket, pulled out a knot and made it rain on their DIY genie outfits.

On the Thursday evening Em opened for the Outsidaz at the Cooler, on 14th Street. Afterwards he, Royce, Paul, Skam, myself and Detroit rapper Invincible all piled into a car and rolled up to The Stretch Armstrong Show at Columbia University’s WKCR. Despite ingesting a potpourri of illicit substances, and all of us being a bit rowdy, when Em and Royce got behind the mics, they just blacked-out and, to the delight of everyone in the room, recorded one of their all-time classic freestyles. Of course the cat that posted the audio to YouTube years later edited out my shout out from Stretch. Thx, guy.

Another ridiculous moment came the next day when Em and Paul played the album for a member of the Source staff. I wasn’t there, but I linked up with them after and Eminem was fuming, certain that they hated the album and that they were going to give it one mic. All this because the guy they played it for—who, incidentally, had featured Em in his Unsigned Hype 6 months earlier—said he didn’t love the beats. The irony of this being that A) they really did like the LP and gave it 4 mics, and B) the “hater” they’d played the record for was Riggs Morales, who today is one of Shady Records’ Directors of A&R (and one of Eminem’s biggest fans).

Funny moments aside, the coolest and most memorable part of this experience was watching the Bad Meets Evil single come to life. The recording process started in the Game conference room when Jon gave the guys a CD or two of his friend Rob “REEF” Tewlow’s beats. They picked the beat for “Scary Movies” without hesitation. This carried over to the recording process as well. As I recall, the guys buckled down and wrote and tracked pretty much the entire song, in one night. And it was incredible. With the album in the bag and his buzz growing, Em’s confidence was at a new high. And you could hear in the relentless verse he nonchalantly knocked out, like it was nothing. While they were scribbling in the writers room, me and my friend (and future Complex Senior Editor) Justin Monroe were in the lounge catching a vicious sonning at Madden courtesy of Game label-mate Lord Digga.

“Nuttin’ To Do” was a bit tougher going. As I recall Jon seemed to think “Scary Movies” was great, but was more of a b-side, so there was a push to make the second song a little bit more club friendly. The guys settled on the beat, which everyone agreed was a little more... jiggy, to use a parlance of the day. They got together and decided to trade off every 8 bars, and verses came together fairly quickly. I remember specifically Em talking out the “put a knife in an envelope and have you stabbed in the mail” line while we rode the 6 train with Paul. Sonically, however, they were a bit out of their comfort zone and I believe they left the session without a chorus. On top of all that, there was friction between Jon and Royce over his bold line about being “the hottest shit in the industry” so things were a little tense. But in the eleventh hour, in a moment of true kismet, the guys stumbled, quite literally, on the hook and were able to wrap the record to everyone’s delight.

Can it be that it was all so simple then? Since those sweltering July days in 1998, of course, Eminem and Royce have both both ridden the rollercoaster of rap. Eminem has created some of the greatest rap music ever committed to tape, propelling himself to the absolute zenith of celebrity, only to implode under the pressure... and then triumphantly come back on top. Meanwhile, Royce, armed with an ego that at times overshadowed his formidable talent, took the long road to the riches as he learned how to get out of his own way, slowly revealing his greatness. Over the years they made a handful more songs together, before, much to the dismay of fans falling out with each other. But thankfully, now, Em sober, focused and rhyming with viscous intensity that sparked his career, and Royce mature, humble and rapping the best he ever has, have put aside the past, rebuilt their friendship and reunited to release the long anticipated, and critically hailed Bad Meets Evil EP, Hell: The Sequel.

I flew out to Detroit at the beginning of June, 2011 and caught up with the fellas together for the first time since the ‘90s. We reconnected at Shady’s studio, and even though our memories of the past were spotty at best, the hilarious, creative vibe shared felt like barely any time had passed. Sitting in Paul’s office, in the back, we chatted and they told me how they rebuilt their friendship, what rap-GHB Royce took to become one of the most improved rapper of all time, and we settled the hotly debated topic of whether Eminem did or did not crack a single joke in 2009.

But, no, we did not get stuck in any elevators this time.

So guys, it’s been about 13 years since the three of us were sitting in a room together. We got old, huh?

Eminem: Thanks.

Royce Da 5’9”: Yeah. [Laughs.]

Shit, me too—I was 19, now I got interns that call me “O.G.”! [Laughs.]

E: Fuck us all, right? [Laughs.]

Do you guys remember anything from that summer when you made the Bad Meets Evil single?

E: I have huge holes in my brain from Ambien. [Laughs.] I don’t remember shit.

R: Yeah man, are we going to talk about the past much? ‘Cause this might not go too well. [Laughs.]

Once I got sober the fog was lifted. It’s like, 'Alright it’s time to be a man. It’s time to be a father. It’s time to do what you’re supposed to be doing. Stop doing the dumb sh*t.' That had a lot to do with me calling Royce, and saying, 'Yo, this is f*cking stupid.' —Eminem

You remember being stuck in the elevator, though, right?

E: Honestly, I remember talking about it and hearing about it more than I remember it happening. Is that weird? How long were we in there?

Like two hours, bro.

R: Damn! it’s same for me. I know it happened, but I definitely remember talking about it more than I remember being in there. We were on a lot of drugs at the time.

Ah, how things change. For Em, at least. But Royce you have changed a lot, too. You touch on it on “Lighters,” but in a lot of ways, compared to how you were in the ‘90s, you’ve humbled yourself to the game—

R: Well, I had to have a certain level of maturity for Em to even feel like he wants me around him. It’s real easy to grow out of somebody. I think that might have been one of the things that happened back then [that drove us apart]. Em just started maturing and I wasn’t. I’m just a firm believer that you make all your mistakes in your 20s—that whole decade. Your 30s decade should be a lot smoother for you, because you learn from all these mistakes. At least that’s how it’s been for me. It’s impacted everything. Everything; my rhymes, everything that goes on inside and outside the booth.

Em, do you think your changes, particularly sobriety, helped mend this relationship?

E: Over the course of my career, through experiences and shit that I do and don’t remember, it’s been a learning process for me. It helped me slowly grow up and mature, but I don’t think anything made me mature more so than sobriety. I feel like once I got sober the fog was lifted. In these past three years I’ve done my most growing up. It’s like, “Alright it’s time to be a man. It’s time to be a father. It’s time to do what you’re supposed to be doing. Stop doing the dumb shit.” That had a lot to do with me calling him, and saying, “Yo, this is fucking stupid.”

If you don’t mind my asking, what exactly was the issue that drove you apart?

E: I don’t even want to rehash the beef. There’s no reason to talk about why we fell out or whatever. Point is, we repaired everything.

Fair play. How did the mending of fences begin?

E: Well, with me personally, and I think with D12 too, the shit happened with Proof made us think it was fucking stupid to beef. Not to mention him and Proof pulling guns on each other and going to jail, which we thought was stupid back then. We were like “This is getting retarded.” So him and Proof, when they were in jail together, they decided to squash it. Proof ended up coming back to me and the rest of the guys like, “Yo, I worked that shit out with Royce. We’re straight.” So then Royce went on tour with D12.

R: I went on a tour with Proof first, and then I went on a tour with D12.

E: My memory’s very hazy from around that time.

R: You might not have known this, actually.

E: No, I mean period. Just how everything all went down. I just remember that the devastation from that shit happening was just like: “No more beef.”

But you started hanging as friends before you got back to the music, right?

E: Yeah, we had to get that shit fixed first. So we started hanging out.

R: It was a process. It was a little weird at first. We were both kind of quiet around each other. But once we got back comfortable around each other, and once we got back used to being around each other, all the jokes became the same again. Everything became pretty much the same again.

E: Yeah. Everything picked up pretty much where it left off.

So how did you get from there to the decision to make the EP? Were you making Slaughterhouse records together and just realized you had a gang of good ones with just verses from you two?

R: That’s a good question. I think it started when I had a song for him to get on for my album, and we had a lot of fun doing it. We were already spending a lot of time together, because he was doing a lot of shows around that time, and I was traveling with him. Denaun [Mr. Porter] would bring a beat on the plane and we’d both like it, and we’d end up in the studio just cutting it, because we had time to do it with no real goal in mind. I mean, we both knew we had the Slaughterhouse album coming down the pipeline, but it wasn’t really for anything. Then we look up and we’re sitting on all these records, like “Goddamn man, what are we going to do with all these records.”

E: Yeah. We weren’t sure. We didn’t have a plan from the beginning. It was just us getting in the studio and having fun again, and getting the chemistry back in recording. At the rate we were able to knock them out, it was pretty quick. It was just like “Fuck it. Lets keep going.”

So how does you partnership work, creatively? What’s your process?

E: It changes. Like, he’ll pick a beat sometimes like, “Yo, I think we should rap on this.” So he’d lay a verse and then I’d hear where it’s going and lay a verse. Or I may pick a beat. Or, on a lot of the shit where we’re going back and forth, we have to be in the studio together. He might go in there and lay a rhyme, and just stop and see what I come up with playing off his. And that was the funnest part about making the record. We both have, for the lack of a better term, chemistry, where if I stop here, I know he’s going to be able to pick it up and say something crazy. It’s also the type of relationship where one of us isn’t afraid to say “Yo what if you said this? What if I said this?” and then it doesn’t work and it’s, “Okay, scrap that idea. I might have a better one, hold on.” It’s not about time. It’s not about ego. It’s just fun.

R: We didn’t care about song structure.

E: Yeah. That was another really fun part about this. We weren’t in there necessarily trying to make hits. “Let’s try to make big radio records.” No. It was like, “Let’s get in there and just fucking rap, and make it fun again.”

When were all those songs recorded?

E: Yesterday.

R: We did them right before you got here. [Laughs.]

Wow! They’re pretty good, considering. [Laughs.]

E: I don’t remember when we actually started recording shit.

R: It was off-and-on. We took breaks.

E: Yeah. There were breaks if I had to do a show or he had to go out of town or whatever. Some of the shit, like 50 would come into town and I’d work on shit with him. D12—

R: Nicki, T.I....

E: Yeah. So I was just kind of doing guest appearances, and doing shit that was more fun for me and less stressful. I didn’t have to worry about making an album, but when we did get together we were able to just knock it out.

When you get around Em, Joey, Crooked, Joell, you realize you’re not as good as you thought you were. That’s pretty much what happened to me. I’m just inspired by my surroundings. I’m just paying attention. Recovery helped me out a lot. Wayne helped me out a lot. People that just make it cool to be lyrical again, I’m inspired by them. —Royce

Is making a full album more stressful?

R: Hell yeah.

E: Yeah, definitely. Just because it’s got to be more... Not to say that we weren’t trying to be a little diverse, and trying to make something for everybody, but we made this more for ourselves than anything. But the way “Lighters” came together with Bruno, it was a good opportunity that that record came together. We were like, “Okay, this will be cool for other people to enjoy, or bring what we’re doing on this EP to a different audience to help broaden it.” But when you’re making an album it’s got to be more diverse material. You’ll do a song like this, and it’s, “Okay, I did a song like this. Now I probably need a song like this. Let me go this direction. Let me go that direction.”

You’re trying to balance it out.

E: Exactly. And with this we just had fun with it.

Royce, I gotta ask: you were definitely a good rapper in 1998, in the last 18 months or so you’ve become a phenomenally good rapper. What happened?

R: Joining the group had a lot to do with my development. That inspired me to want to step it up. When you get around Em, Joey, Crooked, Joell, you realize you’re not as good as you thought you were. That’s pretty much what happened to me. I’m just inspired by my surroundings. I’m just paying attention. Recovery helped me out a lot. Wayne helped me out a lot. I can draw inspiration from him. People that just make it cool to be lyrical again, I’m inspired by them.

Speaking of making it cool to be lyrical, you talked about Odd Future to MTV recently. You know those dudes love Relapse. Like, love it. On some, one of their favorite albums ever.

E: That’s dope. So they wouldn’t snap the CD in half [like the girl on “The Reunion”].

Basically. And they’ve kind of talked it up enough that it feels like public opinion of the album has been revisited. It’s funny—

E: The irony of it, that some people actually like it? [Laughs.]

No, not that some people actually liked it! [Laughs.] It’s just that you’ve been very openly self-critical of that album—

E: I mean, listen, I don’t hate Relapse. I don’t hate it at all, but when I’m looking back at an album I do have a tendency, and especially with that album, to run things into the ground. That was one of those instances where I got in a zone, like, “Yo I just want to be this demented serial killer on this album.” And part of that was a growing process to get to Recovery, working through those steps, relearning how to rap, and relearning where I need to be at.

Speaking of which, congrats on all the success with Recovery. Last time we spoke was, like, the fall of ‘09, and the album was still going to be called Relapse 2—

R: Did he crack any jokes?

E: There was a few jokes.

R: Really?

E: I cracked jokes.

R: In ‘09?

Um... You were a little serious. [Laughs.]

R: He was a fucking meanie! [Laughs.] He had to learn how to be charming again.

Feeling a little more relaxed now, Em?

E: I’m feeling like I’ve got to piss really bad. [Laughs.]

Would you like to take a break? We can do that.

E: Oh, yes. [gets up, goes into the adjoined bathroom, closes the door]

[To Royce, still seated] I’m sorry, I know this can get tedious.

E: [Through closed door] What could possibly be more fun then us talking about ourselves? I can’t think of anything! Royce, can you think of anything?

R: No. This is about to be great.

NEXT: THE MAKING OF "NUTTIN' TO DO" B/W "SCARY MOVIES"

RELATED: Noah Callahan-Bever's Classic Bad Meets Evil Photos From 1998

Over a week long NYC stop-off on the Lyricist Lounge Tour, Eminem, and Royce made history recording their now classic Bad Meets Evil single. Complex caught up with the duo, as well as all the behind-the-scenes players to sort out the sorted history of their murderous 12".

In 1998, two lyrical gunslingers set the underground on fire when they released the vinyl single "Nuttin' to Do" b/w "Scary Movies." At the time, Eminem and Royce Da 5’9” were both up-and-comers in the vibrant Detroit hip-hop scene, two renegades who had formed a friendship and were known as Bad Meets Evil. While Eminem may be one of the best selling rappers ever, longtime Slim Shady fans are well aware of his classic underground collaborations with Nickel Nine.

However, few know how it all came to be. Like how Em first met Royce, what their writing process was like, or how Jonathan Shecter (one of the founders of The Source) and our Editor-In-Chief, Noah Callahan-Bever, had a lot to do with the making of the record. That’s why we got down with Em, Royce, Shecter, and the producer of both songs, Reef, to find out what happened when Bad met Evil...

As told to Noah Callahan-Bever (@N_C_B) & Toshitaka Kondo (@ToshitakaKondo).

Eminem: “Royce and I met in 1997. He was opening up for Usher at the Palladium. He was kind of coming up on the scene. I had been around for a minute and had started to get a buzz, but he, at that time, didn’t really have a buzz yet. I wasn’t signed yet so at this show I had my own little booth set up, and I was selling my tapes—the Slim Shady EP. I heard him rhyme on stage that night, and was like, ‘Who the fuck is this dude?’ I met his manager first, and then we kicked it.”

Royce da 5’9”: “The first time I went to The Hip-Hop Shop Eminem was in there. So I was very aware of who he was. That’s why my managers approached him, because as soon as I heard him rap, and heard he had an EP, I went and bought it. I had been listening to it. That’s probably what made my man go up to him, and approach him about us doing some songs. It was good that I got to kick an acapella during that show so he could actually hear me, because otherwise we might not have linked up.”

Royce da 5’9”: “I had the original beat from a guy named Dr. Seuss, but Em came up with the whole concept [for Bad Meets Evil].”

Eminem: “It was just one of the lines [in my verse] or something—”

Royce da 5’9”: “—That you thought I should repeat. But you already had the hook when I got to the studio. I remember only having to lay verses.”

Eminem: “Oh yeah, ‘This is what happens when bad meets evil.’ So then I decided when I was recording the Slim Shady LP [in the Spring of ‘98], that I wanted to use that song for the album. We stuck to that concept and kept most of the rhymes, but I think the beat changed because there was a sample in the original beat. So we had to rework the beat.”

Royce da 5’9”: “Yeah, so then Em had me come out to L.A. to re-record the song, and he and the Bass Brothers had made a whole new beat. We changed up a couple things on it [as far as lyrics]. Just a few lines.”

Eminem: “I haven’t heard the fucking song in so long I can’t even remember. [Laughs.]”

Royce da 5’9”: “How much reflecting back are we going to have to do? Because this might not go so well. [Laughs.]”

Eminem: “Drugs put holes in my brain. I seriously don’t remember shit. [Laughs.] But yeah, as I was making The Slim Shady LP it just ended up happening that like... D12—we were a group... kind of. We had not lost touch, but kind of had... Well, I went to L.A. I just picked up to go record the album, and it almost felt like I just picked up and left.

“I mean, I really didn’t, but I was out there for several months. Actually, Me and Proof, at that time we had one of our little falling outs that we would have every now and then where we weren’t speaking. We were both being babies. Me and him weren’t really talking, but I talked to Bizarre and he’d be like, ‘Yo you talk to Proof yet? Nah, I ain’t talked to him. You guys need to work that shit out.’

“So I would keep in contact with everybody and tell them what I was doing and shit like that, but D12 hadn’t decided like, ‘Let’s be a group again.’ So the group was in limbo. I wasn’t even clear where my career was going at that point, it was, ‘I got this deal with Dre. I’m out here. Whatever.’

“While I was out in L.A. recording I started doing a lot of radio and some shows so I was looking for someone to back me up on stage, and me and Royce started developing our relationship before I got signed and we had the song that I wanted to re-do. I thought, ‘Yo this kid is ill. Let me bring him with me.’ My goal back then was to try and get him a deal, but also have him help me on stage. I don’t know, it just all seemed to fall together back then.”

Jonathan Shecter (Founder Of Game Records): “Basically, it was ‘98, I was a year or two from leaving The Source and I was starting to put out records in the hip-hop space. At the time, I was developing an idea which later became Hip-Hop Honeys, the DVD series. But I was doing shoots with a lot of different girls and trying to get into that kind of hip-hop/Playboy space. I had the idea to use that imagery as the cover of the records.

“I put out a record with Lord Digga, who’s a part of Masta Ace’s crew. I got a decent response. It sold a little bit. Basically, around that same time, Noah [Callahan-Bever] gave me The Slim Shady EP. Eminem was incredibly exciting, really funny, entertaining, and clever. Basically just a rapper of the scale that we had never heard before. I immediately fell in love with it.

“Then I came across this VHS tape of Sway and Tech’s radio show from L.A. and there was two Eminem freestyles on there. I was just blown away by both of them. I called the number on the tape. It was Paul Rosenberg, and I basically said, ‘Hey, Paul, this is Jonathan Shecter. I’m a big fan of what you guys are doing.’ He’s like, ‘Wait, is this Jonathan Shecter from The Source?’ I’m like, ‘Yeah,’ and he’s like, ‘Oh my God, I’m a huge fan! I wrote you a letter in the first year of The Source and you guys published it!’

“We got together and immediately hit it off. We had a lot of similar tastes in music. At the time, Eminem was signed to Interscope, but his record had not been released yet, so it was still in that limbo. I think at that time, most of the album was done, but it hadn’t been released and no one knew what was going to happen. I think Paul probably played me a few songs, one of them was probably ‘My Name Is’ and I was blown away by how incredible it was.

“I said, ‘Hey, man, I’d really love to work with you. I know you have this deal, is there any way we can work together? You want to put out an independent record?’ Paul’s like, ‘We can’t do that with Eminem because he’s signed to Interscope, but there may be an opportunity with Bad Meets Evil. This guy, Royce Da 5’9”, who Eminem really respects as another great rapper in Detroit, they have a song together on the new album called ‘Bad Meets Evil.’ We can do it this way and call it Bad Meets Evil.’ I’m like, ‘Great, let’s do it. I’m all for it.’”

Paul Rosenberg (Eminem's Manager, and President of Shady Records and CEO of Goliath Artists): “Technically he was signed as a recording artist at Interscope so anything he does requires their consent. I believe they gave consent and if they didn’t it was so early that they didn’t really mind since Em was just getting started. The whole thing sorta happened on vinyl on an independent label underneath the radar.”

Jonathan Shecter (Founder Of Game Records): “So Paul and Eminem brought Royce into my office, which was at the time was on West Broadway and Leonard Street in Tribeca, New York City. I would say, probably six weeks [after my initial conversation with Paul Rosenberg, this went down.]

“So we negotiated a modest independent record deal with just one single. It was a $5,000 [advance], I believe, something in that range. That was the budget for Eminem and Royce and me and [the producer] Rob “Reef” Tewlow, who was one of my colleagues at The Source, and also one of my best friends, had our own deal.

“We all came together about six weeks into it, started hanging out, and immediately fell into the Eminem universe. At that time, before he had really blown up, he was so hungry, that he would just rap all the time. If you’re sitting in the room with him, he’d just be freestyling. He’d be rapping for hours and hours of the day because he was bursting at the seams with hip-hop and rhyming.

“His talent was so strong, he had to let it out and it hadn’t been appreciated yet at all by the public. It was all kind of built up inside of him at that time. It was a very entertaining and interesting time to be around to witness all that.

“Overall, it was generally a really good relationship for what it was. We all knew that it was an independent thing, that it wasn’t the big picture thing. We all knew going into it that we’re weren’t getting linked together. There was never a contract or anything. There may have been a contract for the single deal, but really between us, it was a handshake. We all knew Eminem was going to blow up. Royce, meanwhile, ended up becoming an artist that I worked with throughout his first album.”

NEXT: THE MAKING OF "NUTTIN' TO DO"

"Nuttin' To Do"

Produced by: Reef

Royce da 5’9”: “I wasn’t familiar with Reef when we made those songs, that was Shec that turned me onto him. But I did a lot of work with him after that. For that though, Shec gave us the CD and me and Em sat down and picked those two beats for ‘Scary Movies’and ‘Nuttin’ To Do.’ One thing I do remember about ‘Nuttin’ To Do’ is that we were in the hotel room that night before—”

Eminem: “—And we didn’t have a hook for the song. I don’t think we were trying to come up with a hook. Someone was kicking some clothes around. It was you or me. I think he said, ‘I’m fucking with you’ and he was kicking some clothes or some shit, and I said, ‘Fucking with you, ‘cause I got nuttin’ to do. I’m just fucking with you...’ and I just started working out the hook in my head.

“Back then, and now too, I think the reason this all came together is because once we repaired our relationship, it was always just so easy and fun to rap together. There’s a certain chemistry that me and him have when we rap that we can knock shit out quick, and it’s fun. This thing, I think it came together pretty naturally once we fixed shit between us.”

Royce da 5’9”: “Oh yeah, there’s one other thing I remember about that song. I said ‘I’m the hottest shit in the industry,’ and Shec felt like I shouldn’t have said that, so he actually asked me to change the line.”

Eminem: “Oh yeah!”

Laughs.

Eminem: “You’re supposed to rap because you think you’re the hottest. You’re supposed to rap because you think you’re the best. It’s the whole reason anybody raps and competes. Anybody who competitively raps, you’re supposed to think that. It’s just lines. It’s just fucking rap.”

Royce da 5’9”: “So now that I’m 33, I’ve decided that I was right and he was wrong. [Laughs.] I was right, for a change.”

Reef: “It was Sunday afternoon and before the "Scary Movies" session was gonna happen and I started messing around in my crib and working on the ‘Nuttin’ to Do’ beat. I kind of took the raw idea of that and was actually working on it in the studio with the headphones on while the ‘Scary Movies’ track was playing and they were writing.

“I just liked the groove and the bounce of it and at one point pretty much towards the end of the session after the vocals were tracked and everything and people were kind of listening and vibing out to it, I was like, ‘Yo, what do you guys think of this one?’ I remember Royce particularly liking that one.

“I had just done it on the spot so I didn’t have it fully arranged. It was just a basic skeleton and that was enough for everybody to be cool and we came back because I remember going back home and kind of arranging it before we eventually tracked it.

“I had it more arranged in a song mode and I had some pieces that came in and out and a chorus part, parts to the verses and a change up because it wasn’t like a loop. It was little stabs of sounds off this record so it wasn’t anything that I would have to worry about clearing or anything. It just took a second to kind of figure out like, ‘Okay, put it together where it made sense. It had a format or a song mode.’”

Jonathan Shecter (Founder Of Game Records): “I was super excited because there was more interaction between the two of them with trading rhymes and trading stanzas, which is what I really wanted.

“The story on [the ‘I’m the hottest shit in the industry’ line] was, in retrospect, it probably would have been better if I never brought that up and didn’t say anything because you gotta let an artist be an artist and do what they wanna do. Maybe I was stepping over the line a little bit by asking him to address a certain, particular line.

“This became a point of contention between us for a while. I hope that he’s over it. Maybe he’s not. Basically, for some reason, I was really bothered by that line when he said, ‘I’m the hottest shit in the industry,’ because just having come out of The Source, being, what I felt, pretty deep into the rap industry at that time, I felt that that statement was too much.

“It’s one thing about bragging, but when he said that, it just rang not true to me. So, I guess I made an issue out of it to Royce. I said, ‘How can you say that because you’re not this guy or that guy?’ It became a little bit of a funny turning point, but it didn’t stop the project. It kept going, but there was a little bit of a moment where it was like, ‘Wait, you want me to change that line?’ I was like, ‘Well, you’re not really the hottest shit in the industry yet. You can get there, but you’re not there yet.’

“I got a little bit hyper-critical. My role in this project is the executive producer. Executive producer can play a lot of different roles. Being an A&R-type of guy is part of it. Even though I had been around rap forever, from the beginning, it was one of the first times I was working with artists in that capacity. Maybe I was still figuring out on my end what the right thing to do was.

“First it was joke and then they got angry about it. Then it was a joke again. When they would come up with reasons to be angry, they’d be like, ‘Yeah! That ‘hottest shit in the industry’ shit!’ They would throw it in my face like a month or six weeks later.

“I probably came to my senses. I was like, ‘Okay, it’s silly for me to argue about one line on a record with with a rapper. So, I basically stopped talking about it. There was maybe a little bit of anger, and then we laughed about it, and life went on, [which happened over the course of several weeks over the course of several sessions and different places.]

“Over a couple days, they did all the recording and then we maybe went back for another session and mixed it and added a few more others things, like ‘The Bad, the Evil,’ stuff like that. I went and did the whole cover shoot and had these two adult film stars—Crystal Night and Midori—on the cover.

“There was an adult film convention in Atlantic City and I went down there and had a huge party in one of the hotel suites of Trump Taj Mahal and had a lot of people there, probably some of who wouldn’t want me to name them. We did the shoot in Atlantic City that day in the midst of a sick party with all these porn stars, rappers, and hip-hop people. So, while the party was going on in one part of the hotel suite, we had the shoot going on in another room.”

NEXT: THE MAKING OF "SCARY MOVIES"

"Scary Movies"

Produced by: Reef

Eminem: “I don’t really remember who came up with the concept. I think it just came up when we were writing the chorus, ‘cause we were just rhyming in the verses. I think we came up with it together.”

Royce da 5’9”: “I haven’t performed ‘Scary Movies’ in about eight or nine years. And I haven’t heard the song in a long time. I don’t really memorize or listen to any of my old stuff. I’m always focused on doing new music. Music is old to me real quick. Same way with Em. We each came up with one line for the hook. How did it go?”

Eminem: “I think I might have went, ‘Y’all want drama? You want to make a scary movie?’ And I think he had, ‘Rappers coming in with they teams and carry tooleys.’ I think whatever I said, I thought of. And whatever he said, he thought of.”

Royce da 5’9”: “But then we both ended up saying the same thing, so that’s where it gets confusing. Whatever sounded more bad, I said. Whatever sounded more evil, he said.”

“I went in there with zero expectations of what was going to happen because I only knew Em at that point from Shec playing me his music and I didn’t know who Royce was at all. The ‘Scary Movies’ beat was the first that they picked and that was the initial one that got recorded. It was a sample of an orchestra in...my house. [Laughs.]

“The beat was up and Royce and Em kinda huddled together and played the beat over and over and the two of them were in their little space zoning out and starting verses and seeing what each one was coming up with and it kind of took off from there.

“I think the weird part about how it ended up was ‘Scary Movies’ was the B-side and I remember Shec really loving ‘Nuttin’ To Do’ because it had a song structure. It wasn’t just verses without a chorus. It had a little bit more of a structured chorus to it so he thought that was the record that people might gravitate more towards. But obviously the record that people gravitated more towards was ‘Scary Movies.’”

Jonathan Shecter (Founder Of Game Records): “I remember one of those first days in the studio, Eminem went out and blew a lot of money on Nike shit. He went straight to Niketown and started spending money. I just remember him coming in with all these boxes of Nike sneakers and clothes, like, ‘Holy shit!’ He kind of just went off at Nike.”

NEXT: THE AFTERMATH

Eminem: “After we did the single Royce got his deal with Tommy Boy, and I kind of felt like ‘Alright, he’s good now.’ Then right around that time me and Proof settled our differences. He was like, ‘Yo we should get the group back together.’ So that was kind of my main focus from that point on.”

Royce da 5’9”: “Yeah, I’d been doing the hype man thing for a while, but then I went to work on my album so Proof came on and took over. I still came out on a couple shows, but he was doing the hype-manning. We also did a couple records for my album together. One with the Neptunes—”

Eminem: “Oh, I forgot about that record!”

Royce da 5’9”: “Yeah, we did one with the Neptunes and we did ‘Rock City.’”

Eminem: “Jesus Christ, I forgot about that record too. I remember now. As soon as you said that, I thought about the video.”

Eminem: “Paul writes all my shit.”

Royce da 5’9”: “Yeah.”

Eminem: “Mostly all of it. All of most of it. Only the good shit.”

Jonathan Shecter (Founder Of Game Records): “The record gets mixed, we do the shoot, it all comes together, and gets pressed up. I remember getting so excited about it because I thought it was a great record. I thought both songs were awesome underground rap songs. We got really lucky because people started jumping on it right away.

“The first day it came out, it got played in L.A. and New York. It was on Power 106’s mix show on a Friday night in L.A. I got a call from Eminem from L.A. and he was like, ‘I can’t believe it, yo. They’re playing this shit!’ He put the phone up to the [speaker] and I hear ‘Scary Movies.’ I’m like, ‘Wow! That’s incredible.’ It was like a big charge.

“Then Funkmaster Flex played it, too, the same night. He ran it a little. He ended up running with it for maybe a couple weeks. He didn’t give it a hard run like he would another big rap song at the time. But, for an underground record, Flex gave it a nice run for a couple weeks, which is huge for an independent piece of vinyl. At that point, it was a piece of vinyl. Flex gave it a run, so it made some noise.

“This was before ‘My Name Is’ had got any radio play or had been released yet. So, it was right before. That was the first record that people in New York and L.A. heard. L.A. had probably been playing him a little, but I know New York had not played any of the early Eminem stuff. They didn’t play ‘Just Don’t Give a Fuck’ or anything like that, so that was the first Eminem record to really break the airwaves in New York. It was both songs. I remember feeling like that was a good look.”

Paul Rosenberg (Eminem's Manager, and President of Shady Records and CEO of Goliath Artists): “[Royce] was in L.A. with Em when Em dyed his hair blonde. I remember he called me and was like, ‘I don’t know if this is a good thing or a bad thing, but he just went and dyed his hair completely blondish white.’ [Laughs.]

“Em just went and did it. He didn’t tell anyone anything before or anything. I don’t even know where the idea came from. He was just out there being wild, trying to find his identity, who he was gonna be, and I think he was just experimenting. He told me the idea just popped into his head and he just did it.

“It was a very non hip-hop thing to do. [Laughs.] Especially back then, but I think he was just looking for something to set himself apart. For people to remember how he looked so it was the right decision at the time.”

Jonathan Shecter (Founder Of Game Records): “Then, of course, ‘My Name Is’ comes out, literally two or three weeks after Bad Meets Evil. Then it’s like a rocketship to the sky. “My Name Is” is on MTV, radio stations. Now, it’s like Eminem is becoming this big star overnight. It was great timing to put out an independent rap record. We did well on the vinyl.

In the independent hip-hop world there is a lot of gray areas. I think that Paul did the right thing; he wouldn’t let any record under Eminem come out. Calling it Bad Meets Evil gave us the position to [say], ‘It’s a Bad Meets Evil record. It’s a separate group.’ The truth is, it was so under the radar for Interscope.

“They knew he had independent records. He had the Rawkus stuff and he had another song that he did with Skam that he references on ‘Stan.’ He had a number of independent records. I don’t think Interscope was so shocked that there’s an independent with Eminem on it. It wasn’t the end of the world to them, it was just more hype, probably, to build Eminem.

“It did well and they started performing. We did a bunch of shows where they would perform Bad Meets Evil back then. We did a couple different cities. I was present for Philly, New York, and L.A. They were traveling. During that time, when Eminem would do a show, Royce—this is kind of before D12 signed to Shady—was kind of doing the stuff that Proof later became known for. Royce was actually the first man playing that role. In the process of promoting the record and Eminem getting all these shows, we would bring Royce on and they’d do at least one of the Bad Meets Evil songs, usually ‘Scary Movies.’

“Coming out of the Bad Meets Evil thing, it gave us a lot of great momentum and we put out a couple more Royce records with quick succession soon after that. One of them was with Alchemist and then, eventually he did ‘Boom’ with DJ Premier, which became a really big underground hit.”