Simon Vozick-Levinson
October 26, 2007 AT 04:00 AM EDT

Last November’s Kingdom Come should have been a triumphant return for Shawn ”Jay-Z” Carter, the rap megastar who’d announced his retirement only three years earlier. And it was — 680,000 fans bought the CD in its first week, the highest single-week total in Jay’s decadelong career. But reviews were mixed at best (see how EW sized up Kingdom Come), with critics, fans, and bloggers grumbling about the disc’s fixation on the ultra-cushy life he had come to enjoy in his new incarnation as Def Jam president and CEO. ”When your friends is Chris and Gwyneth…/Then it’s time to get all your windows tinted,” he rapped.

”It wasn’t what people wanted to hear,” Jay, 37, acknowledges now. ”But it’s what I wanted to do. I was trying to show that hip-hop can talk about different things.”

This fall, however, Jay returns with a new CD embracing the very theme he built his reputation on: the risks and rewards of slinging drugs, familiar to a rapper who long ago spent his days dodging cops on the streets of Brooklyn. His trip into the past began just minutes into a late-summer screening of the film American Gangster, and was triggered by Denzel Washington’s electrifying portrayal of ’70s Harlem heroin lord Frank Lucas. Almost as soon as he left the theater, he began work on what became his 10th solo album, also named American Gangster (out Nov. 6). It’s not the film’s soundtrack; Jay played no part in the entirely separate set of Vietnam-era hits that fits that bill. Instead, Jay’s Gangster tale follows a striking, dramatic arc of its own, transporting listeners from a young hustler’s ambition (”Pray,” ”No Hook”) to a kingpin’s arrogance (”Roc Boys,” ”Ignorant S—”) to a career criminal’s inevitable ruin (”Fallin”’).

At the height of his popularity, he’d dubbed himself ”Jay-Hova” and the ”God Emcee”; today he remains arguably the most powerful name in hip-hop. Industry whispers of a new Jay-Z album in the making were enough to send a veritable dream team of producers sprinting to his Manhattan studio. Former partners who hadn’t worked with Jay in ages (including Sean ”Diddy” Combs, whose last collaboration on a Jay-Z record was 1997’s In My Lifetime, Vol. 1) and newcomers who admittedly trembled in his presence united to craft a rich palette of vintage soul and funk samples. And less than a month later, an artist who some had written off as past his prime was proudly playing an album of tracks that many of the aforementioned critics, fans, and bloggers are calling some of his most passionate music ever.

Looking back over the last year, Jay says, ”I guarded [Kingdom Come] — I didn’t want it to get out. Something in me knew there would be mixed results.” Not this time. ”I can’t wait until everybody hears [American Gangster].”

Read on for the whirlwind story of Jay-Z’s Gangster journey, as told by the cast of insiders who joined him.

KATHY NELSON (president of film music, Universal Pictures) Labels [don’t] want soundtracks now; they’re pushed along the wayside while record companies figure out how to survive. Still, I sent an email: “I know you guys will love the movie, so come see it!”

JAY-Z When I got to see the film [in late August], I understood why she wanted me to see it. The characters are so conflicted — you have a hard time keeping up with who’s the bad guy, who’s the good guy. I loved the complication of the human personalities. Right away, [it was] just conjuring up emotions that I’ve experienced. If you leave a karate film, then you do karate in the street, right? That’s what happened. For me, because I’m a recording artist, it morphed into an album.

ANTONIO “L.A.” REID (chairman, Island Def Jam Music Group) Two years ago, Chris Rock’s family was visiting mine, and he says, “There’s this movie, American Gangster. ” At that moment, all I could see was Jay-Z: the American gangster. After the screening, Jay liked [the idea of making an album inspired by the film], so I went into his office and said, “You want to go for it?” He says, “Yeah, let’s make a go of it.” Jay’s reaction is always measured enthusiasm. It’s never over-the-top. He’s way too cool for that. But I know the level of enthusiasm in his eyes. I saw a twinkle, so I said, “Okay.”

JAY-Z I’m in my comfort zone [rapping about crime]. I can get into detail and have an intelligent point of view — not one that’s “I’m flipping 150 bricks and I don’t care about nothing.” It’s really about why [you deal drugs], and the paranoia, and all these emotions you go through. I wasn’t dealing with that on my latter albums because that wasn’t the life I was living. I didn’t think I would ever be able to be in that place again. The movie gave me a chance to revisit those emotions.

SEAN “DIDDY” COMBS (producer; CEO, Bad Boy) When I heard he may make another album, I was like, “You need to let me executive-produce that album! Even Ali had a coach. Jordan had a coach. That’s what I do best!”

JAY-Z Puff gave me a call [in early September]. He’s always talking about “Let me executive-produce an album.” And I was always like, “Man, I’m a boss in my own right. What are you talking about?”

DIDDY We have competed with each other over the years. But I was like, “I still want to be involved in the project.” He told me he had the concept of blaxploitation with a contemporary sound. I said, “I got a bunch of those [beats].”

JAY-Z He’s like, “You gotta come by, man — I’ve never asked you to come by the studio ever.” That night, I went over, and he had all these lush arrangements. I’m like, “What are you doing with all these?” He’s like, “I don’t have anyone to give ’em to.” And that was the foundation for the sound [of the album]. I was surprised from the source — you forget that, with all the things he does, he’s a producer at heart.

DIDDY After working with Biggie [the late rapper Christopher “The Notorious B.I.G.” Wallace], Mary J. Blige, and Faith Evans, there wasn’t a lot of artists who inspired me to put time in and really grind out in the studio. [But Jay and I] were just two artists in there, and the vibes just fit. He must have finished four songs in a weekend’s time.

JAY-Z That night was a jam session, nothing official — just us messing around.

DIDDY He writes in his head. You’ll hear grunts and “Woo!” — like he’s impressed by what he’s writing. Of course you’re watching; you feel a little left out, like, “Let me hear what you’re saying!” But he keeps writing, then he goes into a [recording] booth. It’s almost like Russell Crowe in A Beautiful Mind, just looking at the equation and solving the problem. The only person I’ve ever seen write like that is Biggie. I definitely feel like the spirit of Big got up in him on this album.

JAY-Z At the end of that night, I took a beat CD with 30 tracks. I would make the songs, then call him over to my studio and he’d hear them.

DIDDY We’ve become friends over the last couple years. We [became] connected through a friend of ours who passed, but before and after we weren’t really friends. Now your legacy is at stake every time. Every year we flip-flop 1 and 2 on the Forbes list [of the richest rappers]. People want to make sure that doesn’t water us down, that we can still hit ’em with that uncut raw — like we still broke, and he’s from Brooklyn, I’m from Harlem.

ALDRIN “DJ TOOMP” DAVIS (producer, T.I.’s “What You Know”) Jay’s people reached out: “We need more beats.” I’m like, “For who?” They whisper, “Jay’s working on a new album. Don’t tell nobody!”

JAY-Z Me and Jermaine [Dupri, producer], we did “Money Ain’t a Thang” in 1998; we were always talking about doing it again. He finally came [in mid-September], and he had [producer] No I.D. with him. Then Toomp walks in. I played them [the music] so they could know sonically where we were, then it was two days of just going at it.

DJ TOOMP They got wine, fruit, cheese everywhere. At the same time, Jay was playing the movie [American Gangster]. It was almost like a party.

DION “NO I.D.” WILSON (producer, Common’s “I Used to Love H.E.R.”) That first day, you had [Cleveland Cavalier] LeBron James, Beyoncé. The second day Usher came through….

JAY-Z People are coming in, LeBron James was dancing. I had to look at Jermaine and say, “Man, are you comfortable? Can you create like this?” But he was like, “Nah, nah! I’m cool, I’m cool!”

NO I.D. Jay was shooting people’s beats down: “If you don’t catch me within three beats, I’ma phase out on you and not pay attention no more.” So people was in there sweating. Looking back, if I played the wrong beat, I probably should have started selling cars.

JAY-Z It’s a relaxed atmosphere. Everybody jamming, playing music in between all that.

NO I.D. I started making beats in the corner on my laptop. It maybe looked like I was perusing the internet. Beyoncé was like, “He don’t make beats on there!” But Jay could hear a little from the headphones bleeding through. He’s like, “Damn, it sounds like something, though!”

DJ TOOMP Everybody’s like, “Toomp, let’s see what you got.” I played [my beat]; Jay was like, “Hey, man. That’s it. I want this one.” I lit up, like, “Oh, s—!”

JAY-Z That’s how I made [2001’s The] Blueprint — [producer] Just Blaze in one room and Kanye [West] in another, and everybody else coming in and out the studio. You get into a vibe, and you just get totally engulfed by it.

DIDDY He did this album in four weeks. It’s a miracle. I’ve never seen an album done this quick.

L.A. REID Jay is more inspired now [than on Kingdom Come]. What I admire is that it’s not a motivation to sell a hundred million records; it’s to create an amazing body of work. This one, who cares what it sells? It’s not the measure.

JAY-Z I like the challenge of making great music and putting it out to be pulled apart — I’m a glutton for punishment. You have to make it for yourself, but of course you want people to appreciate it. I’m not immune to that. I’m not jaded.

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