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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.

Originally posted Oct 26, 2007 Published in issue #962 Nov 02, 2007 Order article reprints
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