Production on the album was handled by Studio Ton, Mike Mosley, Sam Bostic, Funk Daddy, Kevin Gardner, Redwine, and E-40 himself, who also served as executive producer.

It was certified platinum by the Recording Industry Association of America (RIAA), selling 1,000,000 copies in the United States alone, as of June 3, 2002.

The chorus features vocals from Levitti and Suga-T. Celly Cel's verse replaces 2Pac's in the video version of the song as 2Pac was in jail at the time of filming.

Richie Rich makes a cameo appearance and says a few words in the early part of the song and is seen wearing a T-shirt that clearly reads: "Free 2Pac".

187 Fac, B-Legit, D-Shot, JT The Bigga Figga, Captain Save 'Em and Funk Mobb also make cameo appearances in the video.