QD3's Interview: 'The Making of Makaveli - The 7 Days Theory'

[Biggzy]

dunno if this has been posted here already but i thought i'll add it.. good read and some good info right there from some 1 who was actually there..


Please explain in detail what it was like working with Pac on the Makaveli album.
It's funny because Pac called me up and asked if I had any tracks for him for this new album he was working on and I told him of course. Pac would almost always pick his beats over the phone, he'd know within the first 2 or 3 seconds into the track if he wanted it or not, he'd either say "yeah put that one down for me" or "no, keep going", all from hearing a couple seconds over the phone, I always loved how easy it was with him, no second guessing, in less than a 3 minute phone conversation we would have 7 or 8 songs ready to get recorded.

That's what I loved about working with Pac, he had so much energy and motivation that you couldn't help being influenced by it, it was amazing to see someone with that much confidence and direction at any age. I had already worked with several well known artists by the time I hooked up with Pac but Pac broke the mold because he was the first artist that I had ever worked with that never second guessed ANYTHING, he always kept it moving.

On our first encounter he picked 8 tracks of mine and recorded most of them in one day! That was my first impression of Pac like I said I had never seen anything like it so it was powerful, it was incredibly inspiring. Usually artists will ask for feedback about certain lyrics, they may punch in lines to get them right, with Pac, he would listen to your track about 3 times (15min) and he would write his lyrics while joking around and smoking, and bam, he'd just get up and go into the mic booth without even telling anyone what the song was about and lay it in one take, if he messed up, he'd fix it by adding the word in on the next take.

When he called me for Makaveli he just told me he needed tracks, we went through the usual beat selection over the phone, he picked like 8 tracks, a few days later I showed up in the studio to record them and he started breaking down what his vision was for the Makaveli album.

He told me he would continue to drop single after single from All Eyes On Me for the next two year and that Makaveli was an album that was only intended for the swapmeets and underground shops to let people know that he still could make grimy street records, he said it would not be available to the masses, no single, no video. Up until this point I prided myself on being well known for coming through with radio singles for Cats and I was looking forward to doing that for Pac this time too so when I heard that this album was only for the swapmeets I was at first a bit disappointed only because I had brought what I felt where radio and club heaters.

I will attempt to recall all the songs we recorded for Makaveli, it all happened so fast that it's hard to remember details.

1. Teardrops & Closed Caskets
This is a track that I brought in finished but it was a track that I made specifically with Pac in mind, as soon as I made it I knew that I really wanted Pac to rap on that track, it gave me goose bumps because it had so much emotion. When we were recording this track I remember Pac, Kadafi and the Outlawz all went in the mic booth together and they all spit all their lyrics together in ONE take standing in a half circle aroound the mic, so what you hear is one take with all of them rapping on the same mic, very spontaneous. As a funny side note I remember that I brought my big 110 pound white pit bull to the studio that day and I remember Pac kept joking about him cause he was in the mic booth with him as well holdin' it down. I also remember that Nate Dogg came in fresh off the plane from shooting the "NY NY" video, the one where some NY cats shot up the trailer so the vibe was a bit tense around this time, but he still laid down a banging hook, can't loose with Nate. It's kind of sad because even as we recorded the song it was emotional because of the lyrics and track, but if you listen to it now...just think, it's Pac AND Kadafi...god bless them.

2. Fuck Friends
This is one of the tracks that I thought was more of a radio track and Pac took the track and spit something much more aggressive than I would have pictured, even though I now feel the vocals it semes as if Pac was super amped the night we laid this, I'm not sure why. Originally because of the Whodini replay Pac was going to do a song against Nas where he was talking about how the world is not his, but he changed his mind and did "Friends".

3. Letter To The President
I don't remember much of recording this song, it was another day in the studio with all the Outlawz, I think even Fatal may have shown up that day, he came in from the East Coast and Pac was very glad to see him, at the time I didn't know who Fatal was when he walked in, that was my first time meeting him. I remember I had brought a little electric bong that would blow smoke into your mouth with a little fan so it was real convenient, I remember Kadafi who was a very cool, laid back brother,who also grew up with Pac, probably the most laid back in Pacs crew, he fell in love with that little electric bong and posted up behind the keyboards in the studio and went to town


4. You Don't Have To Worry
Don't remember too much from this session either, it was probably late, plus a lot of Henessy circulated.

5. Soon As I Get Home
Don't remember much from this session either, I really like this song and wish it would get released.

6. Niggaz Nature
Originally we had Val Young singing the hook on this song, we actually tried to get Michael Jackson to sing the hook on this since it was a remake of "Human Nature", he was into it from what we heard but it didn't happen on time so we let that idea go, that would have been dope.

7. To Live & Die In LA -
I was in the studio with Pac, I had some records with me and there was this old song that I played for him to see if he liked the vibe, he felt it and told me to go home and hook up a beat like that. I went home and hooked it up as fast a I could and I think I came back the same night and he listened to the track 3 times (for 15min) and he was already done with his lyrics. He went in the booth without telling anyone what the track was about, he just laid it in one take over about 3 tracks, then he told Val Young what the concept was and she went in and laid her chorus vocal in one take on about 4 tracks total. After the vocals were done Pac had Ricky Rouse lay replace my keyboard bass and guitar parts with live bass and guitar parts and the song was done in less than two hours total. As I told you earlier, Pac originally had no plans for singles or videos for Makaveli but the crazy thing is that literally, the very next day after we recorded "To Live & Die In LA", Pac was already shooting a video to it. He must have made a very fast decision and just up and did it, I had no idea, I found out because I lived in the same hood where they shot the mall scenes at eh time and people where telling me that Pac was shooting a video to the song, I was glad that they shot a video but I was also shocked that it could happen so fast. I had a copy of this song in my car on CD and I used to bump it in my truck before it came out, it was a feel good song to me, recording that song and that actual song is one of my fondest memories of Pac because the whole energy around that song as well as the session was all feel good.

This song just flowed out of everyone that was a part of it, no one thought twice, no one doubted anything, it was full speed ahead until it was done as if it was guided or meant to be, everytime I listen to that song it makes me feel good, even before Pac passed away, that was a very good experience that I will never forget and since recording without thinking twice like that I have changed the way I look at making music.

8. Lost Souls
This is a track that I produced with Sean Barney Thomas.


Here's an interesting tid bit, most of the tracks listed above were originally made for Snoop, I really wanted to work with Snoop as well, I brought him several tracks including "Friends" and nothing came out of it, I walked next door and Pac was like "what!?!" "I'll rap over that right now, those tracks are fire!" and it was a done deal.

I also remember recording all these songs and only one "To Live & Die In LA" made it on to Makeveli, a majority of the other songs have since been released in remix form by the estate. Pac told me right away after we finished that most of them were probably going on his next commercial solo album after All Eyes since they were more radio friendly.


Before I worked with Pac I used to sit and worry about what equipment to use or I would sit around and try to get perfect sounds and mixes, what I learned from working with Pac was how to just go with your first mind and really be creative by looking at music as a form of expression instead of looking at it as something technical where you can be right or wrong.

Pac taught me that if you don't get it right on this song we can always do 100 more, why try to force any one idea. Working with Pac felt like time was suspended, it's weird, things would move so fast that you had no time to apply what you already knew, just hold on and go along for the ride. I felt a legendary vibe every time we were in the studio, as if we all knew that it would go down in history, that's how strong his Presence was and is, as soon as I met him I felt nothing but legend.

He had just got out of jail and was running back and forth in the studio smokin' and rappin' very intensly, that was my first image, I remember seeing the bullet scars in his chest as soon as I walked in, Pac was swole up top but had legs like toothpicks from doin' time, it was so surreal, all of a sudden I'm in the studio recording with him. Sometimes meeting a big name artists can be disappointing, with Pac, meeting him instantly expands any perception you may have had of him, surpasses any image you may have had in your head, after I met him I had so much more respect for him than before meeting him, I think that's pretty rare, I'm just greatful to have had the time I did with him in the studio and I feel very blessed about the outcome of the songs we recorded, to me it was more than just recording, the experience changed my life.

Pac worked so fast, this is the very reason it's hard to remember the sessions because things moved so fast with Pac. As a producer, if you took more than 15min to set up your track in the studio Pac would kick you out and tell you to come back when you where ready and move onto another producer so when we were working I made sure I recorded my tracks at my own studio and then bring them already tracked to his studio so that I never missed out on recording those songs with him by being too slow.

I remember recording Makaveli mostly in the afternoon and night time, he would shoot his movies and other stuff during the day so he was up early, just not in the studio. We did the Makaveli material just a few months before his passing, I'd say summer of 96??

Usually all the Outlawz were always around in the studio, I actually met them while working on Makaveli, they were pretty young back then, also you had what I would consider a dream team of producers and artists that were always up at Deathrow Studios/CanAm Recordings that included DJ Quik, DJ Pooh, Val Young (chorus on To Live & Die In LA), Guitar player Ricky Rouse (To Live & Die In LA), Nate Dogg, Snoop, and many other great talent that would be working in adjacent studio rooms in the same studio and they would all contribute so it was a great creative experience to see all that talent making great music under one roof. It was a historical time in many ways, Snoop was fighting his case in court during this time, the whole East Wst drama was going on, making the music was only a part of it. We all worked well together, I miss that part of it. That's an aspect of Deathrow that gets over looked, with all the drama from the outside looking in, I am very glad to have been able to see and experience all those people working together including myself, it was a era of it's own.

Most of the people that were in the studio where creative, I was surprised to see very few "groupies", I am going to assume that was due to Pacs rape charge, if girls would come to the studio he would make them all show ID or they wouldn't get in.


It was always good being around Pac but I would say that he felt a bit more manic during this period, I would give him smooth laidback tracks that were intended for radio and he would go off on them and be yelling at the top of his lungs, I'm not sure if he did this to make them fit the Makaveli format or if he was feeling pressure from something but it gave me the impression that he was not at ease, or that he was running from something in his life.

I have had a few friends as well as family that made life altering mistakes that I wished I would have pulled aside so I always told myself that if I see another person that I cared about doing self destructive things , I would make a point to pull them aside in order not to have any regrets for not doing so later. With Pac, I felt as if we had all the time in the world to do that since he was engaged to my sister at the time, so I was waiting for a good moment when things slowed down a bit, I'm not saying I knew he was going to pass, I just wanted to reach out to him because I had promised myself to always reach out in situations like this where someone I know may be runnin' too fast or what ever.


As soon as I met Pac I felt his honesty, for some reason he gives off a very trustworthy energy so regardless of how he would act you sensed his honesty and his good heart immediately. He was a very versatile person, he had lived in so many situations both black and white, that he could automatically relate to anyone and did so frequently.

Him and my Pops got along very well, same with my Jewish stepmother, I'd say that that is the most misunderstood thing about Pac, people think he was ignorant and a 2 dimentional thug, nothing could be farther from the truth. He was able to seamlessly able to interact with any crowd and most he came in contact with outside of the rap world LOVED him. I once met his Middle Eatern land lord for his apartment on Wilshire in Beverly Hills or Westwood and they loved pac, he was able to charm any situation if he wanted to.

If you really want to know Pacs heart, look at the uncut interview of Pac at 17 in the Thug Angel DVD, I don't personally know of any brighter more compassionate 17 year old than Pac, for anyone who thinks Pac was ignorant or 2 dimentional, watch that interview and it will change your whole perspective, then sit down and listen to his latest records, it's two different people, it shows you how he changed to reach the people he cared about, he just didn't have time to fully execute his plans for the community. These are the things kids need to study about Pac, his intentions, not just the music, if you study his intentions you can decipher the messages in his music much better and get a true understanding of what Makaveli and all his other music was meant to be.
> 12. Do you remember what Pac ate or some of his favorite meals when he was
> in the studio?
>

I remember one time when we were working on the album and I went around the corner to get some food, I found this seafood spot in Tarzana were the studio was. I got a few plates of crab so when I got to the studio I offered Pac a plate of Crab and he took it and killed it, the next few days he sent me back to get more.


There was Henessy, Alize, weed, & Newports going the whole time, everyone participated in that, Pac would often fall asleep on the couch at the end of the night around 3 to 4am because he was also doing so much other work like the films, video shoots etc. At the time I was trying to stay sober while I was working but undoubtedly I would join in by the end of the night, I'd always laugh about that, no will power .

Pac was very trusting with the me, from what I recall, once he'd lay his vocals, he'd leave it up to us to finish, he may give some basic instructions on where to put certain vocals, but there was a lot of freedom, at the end of the day he'd let you finish it and if he didn't like it or if it didn't work for that particular album, it just wouldn't get picked, but I got the impression he was not the type to try to tweak a song musically too much, if it didn't work, he'd just keep it moving and try a a whole other song instead.

I don't recall Pac ever dictating the tracks, he was very open and would rap over anything that remotely sounded like his flavor from what I could tell.

However, Pac was relentless when it came to vocals, almost every song we did started out with several people on it, then Pac would finish his first verse and ask how everyone else was coming on theirs. The gust rappers would usually say, "give me one minute, I'm on my last two bars, by the time they finished those two bars, Pac had already written 3 verses and was on the mic laying it down. A lot of rappers sat in that studio disappointed as hell because they couldn't write fast enough to get on his songs, I saw this happen every time we worked.

It was bliss for the producers, Pac was like a machine, always on, it was a dream, the only thing I regret is not recording more with him, we both thought we'd be making records together for a long time to come because of the family connection.

We were planning to score movies, make movies, albums, and of course I'm feeling the loss... to be honest, I feel overly blessed just to have had the honor to meet and work with him, it changed my life in many ways, he gave me stronger faith in music because he was so connected to his creative calling it was scary and to have seen it in person is to have felt it and that was one of his gifts to me, a deeper love for my craft music. He also gave inspired me in my personal life because my Mother was drug addicted for the first 25 years of my life and I grew up very fast due to my home situation so seeing how Pac made the most out of all of his situations was inspiring for me, more and more as time goes on.

I remember that we we're in mixing "To Live & Die In LA" up at Deathrow/CanAm studios and some people from a film company came in to take a meeting with Pac to get him involved with the film "Gang Related", I saw them close that deal right in the studio, Pac told them that he wanted Me (QD3) and him to score the film, that was one of the conditions of his deal, that's how "Lost Souls" ended up being the theme song for the film.

Another time I saw Pac write up a video treatment in less than an hour, it included time of day, lighting notes, camera angles, everything. I was very impressed because it looked like he was just scribbling while talking and joking and I took a look at the pad and it was unbelievable, a full blown treatment.

The last conversation Pac and I had was outside of the studio at about 4am and he asked me if I had gotten paid for the tracks we had been working on and I said not yet but I told him not to trip because we can handle that anytime since we were basically going to be family, Pac said "naw, I don't get down like that, I'll make sure you get your $", that was the last time I saw him or spoke to him, shortly after he went to Vegas, I believe that Makaveli was pretty much completed at this point.

Pac was also in the process of setting up a business with my Pops, a label and a film company, it's very unfortunate that he passed when he did, I'm sure it was in divine order but Pac had already put together so many pieces needed to facilitate positive change for his audience and he was almost there. I hope that people who look up to Pac take the care to study Pacs intent and not just his actions as portrayed by the media. I believe Pac took on the Thug Image in order to gain the confidence of the demographic he was trying to help, so even if you look at why he was thuggin' it was an honorable intent because he was trying to help his people, thuggin' was how he got through to them.

Look at when he shot the cops in Atlanta, the media made it look like Pac was at it again just being a rebel. But what really happened was he was driving with some friends and minding his own business when he saw two white men harrassing a brother, Pac stopped to help the brother out not knowing they were under cover officers and apparently one of the undercover cops took a shot at Pac and missed, at which point Pac allegedly fired back in self defense. How many people would have even stopped their car that night to help out a complete stranger, that just goes to show you how misunderstood he was.

Mutulu Shakur, Pac's step Father who is a beautiful human being that everyone should study tells the story of how Pac really grew up on the Thug Angel DVD, in the bonus section with the uncut interviews, he says that all of Pacs family were heroes from the Panther era such as Assatta Shakur and Mutulu himself who were all willing to put their lives on the line for the good of their people, so Pac grew up seeing nothing but these great unselfish, brave, proud, intelligent human beings, that was his standard, he knew that he was the next generation of Shakurs that would enter the struggle and he tried to find his own way to lead through his art, that's what he was really doing, it wasn't just about music, believe me.

Mutulu said that Pac contemplated suicide because he was so dissappointed that none of his label mates wanted to be a bigger part in changing the community or taking advantage of their power by putting meaning ful messages out there. He was apparently disppointed that other artists were content smoking weed and recording songs only when they had an album deadline. Pac would use the studio as if he appreciated it every time, he knew what he had.

21. How far along was Pac with the rest of the album before recording your
song?

I'm not sure at which point I came into the picture, most of the album was recorded in 3 days so it wasn't a long time to begin with. I do



23. Is there anything else you'd like to


If possible, please mention our DVD's Thug Angel and BEEF(50cent, Pac, & basically everyother rapper out there is in it) both of which have Pac in them, and if possible print our website qd3entertainment.com somewhere.

[DeeezNuuuts83]

I'm not sure if this has been posted on this exact forum, but it's definitely old.  Still a good read though.  For some reason, I'm not a fan of QD3's interviews... I can't explain why.

[OG Hack Wilson]

good post

[Blasphemy]

This is old (I also think it might be in someones sig, were they also have a link to All Eyez Making sessions). Can't remember the poster though.

[dubsmith_nz]

This is old (I also think it might be in someones sig, were they also have a link to All Eyez Making sessions). Can't remember the poster though.

The All Eyez On Me one would be a good read, got a link?

[G-Funk]

This is old (I also think it might be in someones sig, were they also have a link to All Eyez Making sessions). Can't remember the poster though.

you cut me real deep there

lol it's me.

[Blasphemy]

This is old (I also think it might be in someones sig, were they also have a link to All Eyez Making sessions). Can't remember the poster though.

you cut me real deep there

lol it's me.

*Deletes Accounts and jumps off a bridge* l 

[dubsmith_nz]

This is old (I also think it might be in someones sig, were they also have a link to All Eyez Making sessions). Can't remember the poster though.

you cut me real deep there

lol it's me.

Shot for the link bro

[OG Hack Wilson]

just realized QDIII never produced a track with Fatal