In 2011, SZA met Punch at Lamar’s Gramercy Theatre show during the CMJ festival in New York. She was dropping off clothing for TDE from 10.Deep, a streetwear brand she worked for at the time that was sponsoring the concert, when Punch overheard SZA’s friend playing her music. In 2012, she released the EP See.SZA.Run, and signed with TDE the following year. Since then she has put out two other EPs: S and Z, both part of a trilogy based on her initials.

SZA says she felt pressured to release a new project right after Z, which took her buzz to a new level: “I thought, ‘No one’s gonna fuck with me [if I don’t].’” But she realized later she needed to go back to the basics first. “I don’t think I knew what an album was like. I didn’t know how to make an album,” she says. “I just became an artist one mixtape ago.”

So last year, Punch introduced SZA to Grammy-winning singer-songwriter-producer James Fauntleroy, who has worked with Rihanna, Kanye West, and Lamar. The two worked on SZA’s album at the 1500 or Nothin’ studios in Inglewood, California, for a month. “He didn’t talk to me. I just sat there and watched him press buttons,” she recalls. “I wanted to learn.”

“A lot of times, I’d be working on something for her and she was watching,” Fauntleroy recalls. “But even still, she’s her own artist, so my Mr. Miyagi thing wasn’t as glamorous as the actual Miyagi. If she didn’t know what she was doing, then she probably wouldn’t have even been allowed to sit in in the first place. But she’s so awesome already.”

SZA also “spent a lot of time around” singer-producer-bassist Thundercat, Tyler, the Creator, Lamar, frequent Beyoncé collaborator Boots, and Rick Rubin, the legendary producer famed for “reducing” songs to their most powerful, bare-bones core.

“He taught me that the more you move away from any sound, the more space you create for other things to be great,” SZA says of Rubin. “It was about understanding simplicity.”

After she left Rubin’s Shangri La compound in Malibu, she wrote a few songs, including Rihanna’s “Consideration,” which was originally titled “LouAnne Johnson,” after the school teacher-writer who inspired the 1995 movie Dangerous Minds. “That beat was Dangerous Minds to me in my head,” she says. SZA names all of her songs after actresses; her music is heavily inspired by films.

But there is one person in particular who SZA says “fucked my head up.” At first, she’s cagey about revealing the name, insisting she has to get Punch’s approval first. Later, it just rolls off her tongue. “I sat with Frank [Ocean], and that was crazy,” she says. “He has changed a lot. Watching his process, being in that musical place with him, just understanding and learning.”

Her album is more revealing and darker than her previous projects, which led some listeners to peg her as a descendant of earthy, so-called neo-soul artists like Erykah Badu. “I can’t hide in my music anymore,” she says, adding that the public’s idea of her isn’t accurate. “It’s funny because my friends rag on me about people saying I’m part of ‘Shea Butter Twitter’ and that I get crystals for gifts. But if you don’t define yourself, people do it for you. I don’t want that.”

The themes of the album, all of which she wrote herself, are control and honesty. SZA talks about her family, relationships, self-esteem, and growing up in a conservative home. On “Drew Barrymore,” a ’90s-indebted song (she calls it “brown grunge”) that could be the soundtrack for the 1999 romantic comedy Never Been Kissed, she sings: “It’s hard enough you gotta treat me like this/Lonely enough to let you treat me like this/Do you really love me or do you just wanna love me down?”

“She used to hide behind reverb and vibe, but this [album] is more raw,” Punch says. “You can tell she’s speaking from experience and there are a lot of feelings there.”