Kendrick Lamar To Pimp A Butterfly Art
Kendrick Lamar To Pimp A Butterfly Art

It Takes A Village To Pimp A Butterfly: Terrace Martin, Bilal, Robert Glasper + More Give Us The DVD Extraz To 'TPAB'

Lenny Kravitz, Grace Jones, Lauryn Hill, Lion Babe, Thundercat, SZA & More Rock The Afropunk Festival 2015 in Brooklyn, NY.

Kendrick Lamar's album To Pimp A Butterfly has been widely recognized as an instant classic--a standout in a year of standout albums and a momentous change in the direction of hip-hop, funk, black music--however you choose to can't-categorize-it. We knew almost as soon as TPAB floated to earth that we needed to know more about it than was in the liner notes. This was a gamechanger, a moment in time that demanded a deeper form of documentation--the 'making of', the Ken Burns treatment, the DVD Extraz!

In our music nerd mindgarden we fantasized about having Bilal, Flying Lotus, Robert Glasper, Terrace Martin, James Fauntleroy, George Clinton and Anna Wise of Sonnymoon over to the Okayplayer HQ to gather around an actual roundtable and regale us with stories of the Butterfly's various stages of life, while passing a tallboy of St. Ides that had been blessed by the pope. It quickly became apparent that such an assembly of quite possibly the most talented musical avengers out here in the Okayplayer multiverse was neither practical nor advisable ("the day the music stopped?"). But we nevertheless began tracking down these players of instrument one by one, and although FlyLo had already spoken up and Thundercat and Dr. Funkenstein were unavailable (we assume they were shopping for muppet-fur boots together, somewhere in New Zealand--and would you want it any other way, really?) we did eventually collect the behind the scenes goods and TPAB origin stories from the other names on that illustrious list.

We present the results here today, in honor of the good kid/mad rapper's birthday, transcribed and edited into portions digestible by us ordinary mortals, who nevertheless want to partake in the mysteries of TPAB--Happy Birthday Kendrick!

It's all gold, really, but it's worth identifying one or two of the tidbits contained herein: Item: Rob Glasper has an unreleased Kendrick verse sitting on his hard drive, recorded for but never included on his Black Radio 2 project. Item: There is indeed a studio version of Bilal and Kendrick's "Untitled" collaboration...somewhere. Item: The ghosts of Tupac and Miles Davis were very much involved. We begin our story with one Robert Glasper, who spoke to us first:

Robert Glasper:

In a way, everything really started back in 1996, when I was in high school. I was picked to play in a national all-star high school jazz band and they took a few kids from different parts of the country and put everyone in Vail, Colorado for a week with mentors and we did a big concert. It was all these different kids from different high schools from across the country, and one of these kids was Terrace Martin—he was playing jazz saxophone. That’s how I met Terrace, who is one of the main producers on To Pimp A Butterfly and good kid, m.A.A.d. city.

Much later, when I was signed to Blue Note—fast forward!--I do Black Radio, and Terrace calls me up and says, Hey, I was at Snoop [Dogg]'s crib and we got into his car, he turned the car on and your album was playing in the CD player. I was like, Shut up. And he said, Nah dude, Snoop’s bumping your shit! It was crazy!

Robert Glasper, Roots Picnic 2013

Robert Glasper at Roots Picnic, photographed by Seher Sikandar for Okayplayer

When it came around time for Black Radio 2, I mentioned to him that I would love to have Snoop and Kendrick Lamar [on the album], because I knew Terrace had worked with Kendrick on his album. He said “Alright, I’ll introduce you,” and he introduced me to both of them. Snoop was real cool. We kicked it for a bit and he said [Snoop voice] “Yeah nephew, I’m down.” Then I actually met Kendrick a few times, right before good kid m.A.A.d. city came out. I got a verse from him for Black Radio 2, and I thought, Yes! Then he said “I don’t like it, I want to redo it.” I was like, No! but he wanted to redo the verse.

But then he goes on tour for good kid m.A.A.d. city, and said he would do the verse while he was on the bus, but my timing got real short and I had to turn in the album, and so it couldn’t happen. Now I have this amazing verse on my computer.

When I go to L.A., me and Terrace hook up and we work on four projects at one time, all the time. He’s like “Ok, you’re in LA? Let’s get it in. Let’s do a few joints for Kendrick, let’s do a few joints for my album, let’s work on ideas for your album and this other person.” Every time I go to LA, we’re always working.

Terrace Martin:

The direction that we were going in, Me and Robert, that's what we do a lot. That's who we are. So, who else could I have gotten except the same people that I've been playing with all my life? I could have gotten--keep in mind the greenlight that I had, budget-wise, was ridiculous enough to get anybody I want. But I didn't want to get that guy, that guy, and that guy--I wanted to get my crew because my crew always gets me. That's the fellowship. And being a jazz musician, the biggest thing about that is that energy of 'each one, teach one'—that’s just the fellowship.

So Robert's on the record, James Fauntleroy's on the record, but we've got Robert "Sput" Searight, that's the dude that writes for Snarky Puppy. We've got Marlon Williams that's the dude that's played on all the Snoop Dogg records since 1998. We have some heavy duty musicians on this album. I got that gang 'cause I needed to get a group of people that understood: Let's shut the fuck up and get this music done. Fuck these egos, let's go, you know what I'm saying?

Anna [Anna Wise of Sonnymoon] is a huge piece of our heart, our minds, our souls. She is a doll. D-O-L-L. First of all she sings perfectly in tune. No autotune, gentlemen. And she's very disciplined in the studio, she respects the music and she's just there to work. She's just so bad. I've worked with a lot of singers, and she's one of my favorites to work with.

Anna Wise:

I was there in the beginning and at the end. I got in on the ground floor and came back for the icing!  Maybe being around since good kid, m.A.A.d. city helped. I consider all those guys to be my friends, it’s one big team. Each of us brings something different to the table, like the yummiest potluck. The spell is broken when territory comes into play.

Lenny Kravitz, Grace Jones, Lauryn Hill, Lion Babe, Thundercat, SZA & More Rock The Afropunk Festival 2015 in Brooklyn, NY.

Anna Wise of Sonnymoon, photographed by Shayan Asgharnia for Okayplayer.

Every process is different every time you do it. Add in another person, and then another and all the variables are flying around in the air. It’s magic. It exists outside of genre. I never consider genre when I’m creating. I don’t like to intellectualize it because I do that with the rest of life. Music is the fun, free, fantastic part.

James Fauntleroy:

I first drove out to the TDE house in Carson in 2005 and wrote/sang a hook for K. Dot on my sidekick in their home studio.  I met Terrace around that same time ('05/06) - we've all known each other forever, Thundercat included - Terrace called Larrance and he called me and asked me to come by and sing some backgrounds. Initially I went to lay down backgrounds, which I did and left. I came back and (gladly) added lyrics because they asked me to…and it ended up fitting into this genius storyline that I had no idea about at the time!


When I played it was me, Terrace, Kendrick and Soundwave in the room. And Thundercat--in a raccoon outfit, first of all. It just makes sense. He had already played, but some of the stuff he himself had written, so he would come into the room where I was and bring his bass and show me the changes of what he wrote. His shit is weird. It’s SO Thundercat. When he writes something, it’s so him, you know it right off the top. So he would come in and show me and then I’d get it. But he literally had on a raccoon outfit on with a tail, acting like it was no big thing. I was like, “Do you know you look like a mascot?

Kendrick didn’t even know me and Bilal were best friends. So he secretly was kind of looking for Bilal for a minute--Bilal is one of Kendrick’s favorite artists! I bumped into Bilal when Kendrick had a mixing session here in New York in February. Kendrick invited a few people up to the mixing and Bilal’s in the room! I was like, Oh shit! And it was a... You’re on the album? Yeah! You’re on the album, too? Yeah!

Bilal at Chappelle-Roots-RCMH20

Bilal with The Roots at Radio City Music Hall, photographed by Mel D. Cole


I actually met Kendrick in the airport, I think it was the L.A. airport, It had to be two years ago maybe. And then he called me a few months ago and asked me to be a part of the project. I flew out there and we did everything over the course of a few days, and then we did another session in New York. So it was sessions between L.A. and New York.

When I got onto the record and started actually doing stuff, it was probably around four or five months ago. The record was pretty much done and in its final stages. Especially the music. When I went it, he pretty much had an idea of what he wanted me to do.

He would tell me "can you be a certain character on this?" but he wanted me to be on the project because he knew I could do different voices. And that's what he was doing with his voice on the record, almost like playing different people. So we would talk a lot about that and how what characters he was looking for, I guess. He definitely wanted that. He didn't want anything really sing-y. That's pretty much how I feel, so a lot of times he was telling me "Do that Bilal shit!"

James F:

I would certainly say he's more of a screenplay writer or playwright after hearing this unbelievably genius, visual album. The triple-entendre (maybe more) is so much more like a film or art piece than anything else it could be categorized as. I didn't get much direction but when I heard what was there that was direction enough, so much work had already gone into the music already.


I think of all my voices as characters. We’ve named some of them. Some of them have been around since GKMC. The longer we have worked together, the less we need to talk about it. Details are conveyed energetically. It’s like, imagine the studio is next to a black hole and time moves slower there for us, compared to the rest of the world. Like in that movie Interstellar.


“These Walls,” came out of a session like that. I was at Terrace’s crib and he was working on that track and he was like “Yo, jump on this track. Kendrick may lay a verse on it, he may do something on it,” so that’s when I did it. I did it at his house on the Rhodes, just messing around doing goofy shit. He actually cut some of that goofy shit into the song! That song came from that sort of stuff.


On “These Walls,” my part was added last. Kendrick and I went into the smaller studio and wrote it together, then Ali and I recorded it. We moved into the larger room the next day for the intro sounds. The vibe in the studio is always comfortable. I don’t consider those to be orgasmic noises and I don’t blush easily. I’m the weird one. I’m always in the deep dark cave.

I remember one of the first times I came to the studio in 2011 there was a videographer there who got in the booth with me to document and stuff. That definitely made me uncomfortable and Kendrick could immediately tell. He couldn’t even see me through the glass, he could just hear it in my voice. So he kicked that guy out of the studio.


“Hood Politics”—I call it “Boo Boo”--I remember being in the studio with him while he was making that. He only played the first verse for me, but I was impressed by the way he was doing things. He would do a lot of stuff...stop...and then totally take the beat apart and have other musicians like Terrace or Cat come in and play it, then strip it down again. He never really marries himself to anything.

I don't know [if a studio version of “Untitled” will ever come out]. I mean I did vocals for it. I don't know if he finished it, because when I was in the studio I think it only had one verse on it. But I know he finished it now. So, who knows?

Lenny Kravitz, Grace Jones, Lauryn Hill, Lion Babe, Thundercat, SZA & More Rock The Afropunk Festival 2015 in Brooklyn, NY.

Terrace Martin, thinking of a master plan.


He kept a lot of stuff to himself--the completeness of the project--until it was all fleshed out. That's what really impressed me when I heard the final copy. I work with a lot of people, and they'll often tell you the whole concept when you're in the whole studio with them. They'll say: It's going to be This--and tell you their whole vision. He wasn't like that. For me, it was song to song. I would ask him, you know: "I know this is going to be some epic movie shit," but he wouldn't tell me. He just said "I'm still working on it."


The way it happened that I got on like seven songs on the album is because of one song, “For Free.” The funny thing about that story was I was in L.A. recording my record at Capital Records, my trio album (I did a live trio album in December). Terrace called me, he knew I was in town, and he said “After your session can you come over to the studio with me and Kendrick? We’re doing some shit and I want you to play on this joint.”

Everyone knows in the jazz world that I stopped doing regular swing a long time ago, my shit’s kind of hip-hop influenced, whether I'm playing jazz or something else. So in a way I was getting away from that, but then I go to the most anticipated hip-hop session, and that’s the first thing I fucking do. It was all swing! From the first “This dick ain’t freeeeeee!”

I did that song there and Kendrick was like “Oh, shit!” when he heard me warming up. Kendrick was so impressed that he was like “Yo, pull up this, pull up that,” and asked me “Play what you hear on that?” And so I’d listen to it one time and then say “Hit record,” and just play. And I did that for nine songs in a row. One sitting. He’d pull up a track, and I’d listen. Maybe I'd ask them to play it again, but then we’d just hit record.

That’s literally how I got on those joints like that. I was there at the studio to do one song, and it ended up as all of those songs.


The first thing [Kendrick and I ever] recorded was a song that me, him and Jay Rock did in 2005 or 2006 called "I'mma Call My Mama" and it leaked somehow. This sound was way before we developed ourselves now. This was a whole different "us," but that was the first one. Then after that it was just--shit you've asked about a long time ago and I've been trying to block that out.

My first impression of Kendrick was actually--he reminded me a lot of Kurupt. I grew up under Snoop's leadership and the Dogg Pound and that whole situation. As a young guy, he reminded me a lot of Kurupt and Kurupt is my favorite MC in the world. So anybody that touches that umbrella, and him being from the West Coast and Compton--I was automatically drawn to him because he sounded like something so familiar and yet so new, because he had so much energy to him.

Lenny Kravitz, Grace Jones, Lauryn Hill, Lion Babe, Thundercat, SZA & More Rock The Afropunk Festival 2015 in Brooklyn, NY.

James Fauntleroy, in deep concentration.

James F:

The various meanings and sound elements have been thoroughly discussed but my favorite part that everyone may not be able to hear is how much of an updated version of West Coast music this project is. If you don't know who DJ Quik is and you're from L.A. that would be considered strange - but there may be certain parts of the world that aren't hip to his awesomeness. Not understanding how relevant the music of “King Kunta” and how Kendrick and his guys are connected to Quik and Mausberg and what it all symbolizes mean you can enjoy it but you don't know how cool it really is. The funk--the everything--just sounds like exactly what West Coast music should sound like in the future.


I think it's perfect for what's going on right now and is exactly what music is supposed to do. Especially hip-hop--hip-hop was always the voice of the community and the voice of the movement and the voice of the people. Going all the way back to KRS-One and N.W.A. It's just really dope that he did that. A lot of people are just rapping about shit that has nothing to do with anything but money. And the social ills that are going on--nobody's really talking about it. It seems like everyone wants to fucking get drunk and just be in a club and get rich. To play this role when there's so much shit going on that should be put in the face of the system so that it can be changed.


I feel very proud and happy about the music and my role in it. I listen to the album while I’m on my bike, flying down one-way streets, singing every word.


If you really want to know how it happened, the spirit of Tupac and Miles Davis came into the room and told us what the sound needed to be. The music told us to do everything, we didn't say a word. The music told us everything. If you listen to the first track, "Wesley's Theory," it would tell anybody to get George Clinton on it. And you know what? If you don't hear that, then you're not listening.

There's still a lot of layers that people will never know about with this album, a lot things that were going on. We went through a few deaths in the process of the albums, a few up and a few down times. A few emotional times, but it was God that blessed us with the ability to get this album to the people, so when I hear people commenting on it or being the topic of social discussion amongst people that don't even love hip-hop, it lets me know that God is real. Because I believe that God was in the room.