Production was handled by Sir Jinx, Bud'da, A Kid Called Roots, DJ Pen One, E-Swift, Jesse West, Mel-Man, Montage One, Soopafly, The Glove and Xzibit himself.

It features guest appearances from fellow Likwit Crew teammates Montage One, Defari, King Tee and Tha Alkaholiks, and the Golden State Project members Ras Kass and Saafir, as well as West Coast rapper Jayo Felony and Staten Island rapper Method Man of the Wu-Tang Clan.

The album featured four singles "What U See Is What U Get", "Los Angeles Times", "Pussy Pop" and "3 Card Molly".

50 on the Billboard Hot 100, earned Xzibit some of the highest charting placements in his career.

The album's second single, "Los Angeles Times", was previously featured on the soundtrack to 1997 film Soul in the Hole.