The track is a hip hop song which lyrics criticize stereotypical behaviors commonly associated with black men.

[1] On March 11, 2014, "Lookin Ass" was serviced to urban contemporary radio in the United States as Young Money: Rise of an Empire's third official single.

In May 2013, Minaj announced that her then-untitled third studio album would "focus on rap", whereas her previous record Pink Friday: Roman Reloaded (2012) explored more prominent elements of pop music.

She further stated that she would begin writing material for the project later that year, after production was completed for her first feature film The Other Woman (2014).

[10] Her verses highlight particular distastes of men fixating over her buttocks, embellishing their financial stability, and overemphasize their connections with drug-dealing.

[9] Latifah Muhammad from HipHopWired suggested that Minaj "feverishly protects her rap crown spitting a furious flow of angry bars" in response to earlier criticisms she had received for experimenting with pop music.

[13] The unofficial single cover for "Lookin Ass" features a picture of the late activist Malcolm X holding an M1 carbine in his Queens, New York residence in 1964.

I am in the video shooting at Lookin Ass Niggaz and there happened to be an iconic photo of Malcolm X ready to do the same thing for what he believed in!!!!

"[16]In February 2014, Minaj uploaded pictures of herself through Instagram during production of an unannounced project; she was dressed in "a black see-through leotard and star-shaped nipple covers".

[17] The final product was directed by Nabil Elderkin,[18] and was released through hip hop website WorldStarHipHop on February 12, 2014.