10 Things You May Not Have Known About 2Pac's 'All Eyez on Me'

To commemorate the anniversary of Tupac Shakur's 'All Eyez on Me,' we highlight 10 facts that you didn't know about the rapper's magnum opus.

Heading into the calendar year of 1996, 2Pac was a made man. From the moment he stepped foot out of Clinton Correctional Facility on October 12, 1995, and back into society as a free man, the question on rap fans' minds was, "What would his next move be?"

Fans wouldn't have to wait that long. 2Pac immediately professed his allegiance to Death Row Records' CEO Marion "Suge" Knight, who helped facilitate his release and fronted the $1.4 million bail it took to get him out of a jailhouse jumpsuit and back into designer threads and luxury vehicles. Just two months later, Tupac unleashed "California Love," his debut with Death Row and the first single released from his forthcoming album, All Eyez on Me. The title was more than appropriate, as Pac's artistry, growing popularity, and flair for the dramatic created the perfect storm to surround him and the album's release.

Arriving on February 13, 1996, All Eyez on Me debuted at No. 1 on the Billboard 200, his second album to achieve that feat, with over 566,000 copies sold in its first week. The first double-disc rap album released on a major label, All Eyez on Me would be widely successful, spawning several singles and amassing millions of units sold within months of its release. The album ultimately attained diamond certification, putting it on the shortlist of albums to do so, and being universally hailed as an undisputed classic and one of the greatest albums of all-time.

All Eyez on Me continues to inspire and resonate with listeners across the globe, 25 years later and counting. To commemorate its anniversary, Okayplayer highlights 10 facts about 2Pac's magnum opus, All Eyez on Me.

1. "Got My Mind Made Up" Originally Featured Lady of Rage and Inspectah Deck

Among the more explosive collaborative efforts on All Eyez on Me, "Got My Mind Made Up" captures Pac in a bicoastal state of mind, pairing himself with Redman, Method Man, and Tha Dogg Pound. Produced by Daz Dillinger, the version the general public is familiar with is great in its own right, but is actually a rehashing of the original, which was recorded sans Pac during his incarceration and featured a Lady of Rage in his place, with Wu member Inspectah Deck anchoring the proceedings. Initially slated to be released as part of Tha Dogg Pound's 1995 debut, Dogg Food, "Got My Mind Made Up" was ultimately gifted to Pac, who replaced Rage's verse with his own and nixed Deck's.

2. 2Pac Originally Wrote And Sung The Hook on "How Do U Want It"

The third single released from All Eyez on Me, "How Do U Want It," featuring K.C. & JoJo, was an overwhelming success, skyrocketing to No. 14 on the Billboard Hot 100 and nabbing a Grammy Award nomination for Best Rap Performance by a Duo or Group in 1997. Displaying an innate chemistry with one another, K.C. & JoJo's pairing with Pac is a match in heaven that nearly never came to be, according to Jodeci member Mr. Dalvin, who revealed that Pac's initial plan was to record the hook for the song himself. Luckily, Pac, displeased with his own results, asked Dalvin to connect him with K.C. & JoJo, who rode shotgun alongside Pac while turning in an enthralling performance for the ages.

3. There Are Two Different Versions of "I Ain't Mad At Cha"

The last song 2Pac filmed a music video for prior to his death, "I Ain't Mad At Cha" is a sobering salvo from All Eyez on Me that had already become a fan favorite prior to its release as a video or a single. Starring Bokeem Woodbine, the music video is eerily prophetic, as it depicts Pac being ambushed in a hail of gunfire and passing away. The video served as a eulogy of sorts for the slain rap star. One wrinkle about the music video that Pac diehards may have noticed was the variation of verses, as the third is completely different from the version on the LP. The superior version boils down to one's preference, but the emergence of an unreleased verse was an unexpected bonus and a foreshadowing of Pac's string of posthumous releases.

4. "U Can't C Me" Was Originally A Dogg Pound Song

Another case of 2Pac becoming the beneficiary of songs originally intended for other artists is "U Can't C Me," a thunderous tour de force that sets off the second half of All Eyez On Me. In 1995, prior to the Dr. Dre-produced track being in Pac's possession, Tha Dogg Pound recorded their own version of the song, which was ultimately cut from their debut album's tracklist. There also have been whispers surrounding Dre's intention to use the track for Helter Skelter, his mythical collaborative project with Ice Cube, but was gifted to Pac upon his induction into the Death Row family.

5. "Ambitionz az a Ridah" and "I Ain't Mad At Cha" Were The First Songs Recorded

Renowned for his relentless spurts of creativity, 2Pac wasted no time jumpstarting the recording process for All Eyez on Me, going directly to the studio following his release from prison and recording two classics in the same night. According to Kurupt and others, "Ambitionz az a Ridah" and "I Ain't Mad At Cha" were the first two songs Pac laid down as a member of Death Row Records, both of which became two of the most heralded tracks from the album in its entirety.

6. "Holla At Me" Is Inspired By 1994 The Quad Shooting

Rap fans and historians often point to "Hit Em Up" and "Against All Odds" as the two key diss records in Pac's onslaught against Bad Boy Records and his other adversaries. However, "Holla At Me" is an overlooked record that also sheds light on the events surrounding his sexual assault case and the Quad Studio shooting in 1994. Reserving the first verse for Randy "Stretch" Walker, the second for Bad Boy, and the third for Ayanna Jackson, the plaintiff in his sexual assault trial, Pac puts forth one of his most underrated performances on All Eyez on Me, unleashing bars of fury directed at his opposition with vigor.

7. All Eyez On Me Sparked 2Pac's Working Relationship With Johnny J

2Pac's work with Dr. Dre, Daz Dillinger, and Easy Mo Bee receive the overwhelming majority of the attention. However, his most rabid fans are aware that some of the rapper's finest work came while collaborating with late producer Johnny J. J, who would contribute several tracks to All Eyez on Me, as well as various posthumous Pac releases, says the titular track was the first record they created during Pac's tenure with Death Row. "That was the very first track I laid when we got together at Death Row," the producer shared prior to his death. "When he just got out of jail, just got released, two days later he’s like, 'J, get to the studio, I’m with Death Row now.'"

8. "Heaven Ain't Hard 2 Find" Was Inspired By Lisa "Left-Eye" Lopes

As two of the most volatile artists in hip-hop and R&B at the height of their respective careers, 2Pac and Lisa "Left-Eye" Lopes were very fond of each other, even attending the 1996 Grammy Awards and allegedly leaving an after-party with one another. Friends of Lopes, who was dating NFL star Andre Rison at the time, claim her and Pac's connection was strong, inspiring the rapper to pen “Heaven Ain’t Hard 2 Find,” a syrupy, lady-friendly selection on All Eyez On Me. While 2Pac doesn't mention Lopes, who passed away in a car accident on April 25, 2002, by name, all accounts, including Rison's, point to the former TLC member being the lady in question.

9. "California Love" Was Intended To Be A Dr. Dre Solo Record

The first single released following his release from prison, "California Love" was a monstrous record for 2Pac, giving him his chart-topping record on the pop charts and signaling his arrival as the undisputed face and voice of the West. However, the beat was first used by its producer, Dr. Dre, who recorded three verses on it and had planned to release it as the first single for what would become his Dr. Dre Presents the Aftermath album.

10. "All About U" Was Inspired By '90s Video Vixens

Years before the popularity of the video vixen exploded during the late '90s and early aughts, 2Pac, Snoop Dogg, Nate Dogg, and other Death Row artists and affiliates were already ahead of the game. Penning this timeless ode inspired by the finest eye candy the rap industry had to offer at the time, Pac and his cohorts laid down the blueprint for future anthems like "Wouldn't Get Far," The Game's polarizing 2006 collaboration with Kanye West.


Photo Credit: Raymond Boyd/Getty Images

Preezy Brown is a New York City-based reporter and writer, filling the empty spaces within street and urban culture. A product of the School of Hard Knocks, Magna Cum Laude. The Crooklyn Dodger. Got Blunt?