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Behind The Scenes Of ‘Lose Yourself’ And Eminem’s Starring Role In ‘8 Mile’

Updated July 7, 2020 33.3k views13 items

Prior to 1999, most of the country just knew New York City and Los Angeles as hip-hop epicenters. That all changed in the late 1990s when a white kid named Eminem (AKA Slim Shady, Marshall Mathers, Em, and M&M) from a poor area of Detroit burst onto the rap scene. Then in 2002, the semi-autobiographical movie 8 Mile hit the big screen. The movie produced a song called “Lose Yourself,” which would become one of the biggest crossover rap songs in music history.

8 Mile tells the tale of B-Rabbit, a white rapper trying to make a name for himself in what is a predominantly Black genre of music. The movie was an enormous financial success, bringing in $240 million at the box office and introducing the world to the underground rap world. Additionally, the song “Lose Yourself” from the movie's soundtrack was not just a massive Billboard hit - it also earned a prestigious award that no other rap song ever had. 

Here’s a behind-the-scenes look at the production of both “Lose Yourself” and the movie 8 Mile.

  • Eminem Wrote The Lyrics To 'Lose Yourself' Between Takes

    There is a lot of downtime on a film set, even for a movie's lead actor. Eminem had previously recorded a demo of "Lose Yourself" two years prior to making 8 Mile. The rapper was able to pull a beat out of some chords played on guitar by Jeff Bass that spurred his inspiration. 

    The film's director Curtis Hanson asked Eminem to write music for the movie from the perspective of his character B-Rabbit. The artist wrote the song "Lose Yourself" in between takes of the movie. Em explained, "I ended up doing the new version on the set of the movie, just writing between takes. I think 'Lose Yourself' was the only thing I worked on specifically for the movie."

    Taryn Manning, who played B-Rabbit's ex-girlfriend in the movie, described Eminem's on-set work ethic:

    He's the lead. He's in every single scene. He just knows he has the power to create something that could have a lot of longevity. He can feel it inside. He's focused. He's intense, but he's also really goofy. A couple of days I was there, any downtime, he was writing. You could just see him formulating stuff in his head. I thought it was the coolest thing.

  • 'Lose Yourself' Took A Year And A Half To Complete

    It took the songwriting team of Eminem, Jeff Bass, and Luis Resto a year and a half to complete "Lose Yourself." The track started when Bass came up with the song's opening guitar riff. He explained, "I picked up the guitar and started playing that little chord progression, not knowing if it was a song or not."

    From the guitar riff, Eminem constructed a drum beat. Bass added a bass line and more guitar parts. Then months passed. They knew that they had the makings of a song, but it wasn’t really coming together. 

    "We kept pulling it out of the computer and saying, 'We gotta do something with this,'" Bass said. "But we were stuck. It took a long time for him to write the lyrics. But the rhymes weren't flowing easily. Em would come up with words, but they wouldn't be right for the beat. It took him months to author the perfect lyrics."

    The real magic of "Lose Yourself" sparked when Eminem read the script for 8 Mile. He began to write the song from B-Rabbit’s point of view. 

    The three composers wrote "Lose Yourself" in between scenes, and they worked in a makeshift studio in Eminem’s trailer. They finally composed the song’s beat and the rapper was able to start crafting the lyrics.  

    "It flowed pretty easily once he got a grip on it," Bass said. "He had the beat together and could sit down and concentrate on building the best song he could."

    Bass revealed that he believes that "Lose Yourself" is Eminem’s best song. "The lyrical content and delivery are so intense. The first time I heard it, I sh*t in my pants. That's the tune we were doing for the last year and a half! We knew the track was good, but it was a matter of writing the right song."

  • Eminem Strategically Dissed Himself In Rap Battles In Real Life

    Think of the final rap battle between B-Rabbit and Papa Doc as the moment in the Western when the good guy finally squares up against the bad guy in the movie's climactic duel. Rabbit does not have a good history with rap battles. In fact, he totally chokes during his first one, and like the song "Lose Yourself" says, Rabbit vomits up his mom's spaghetti.

    In 8 Mile, it all comes down to whether or not B-Rabbit has the goods to out-rap Papa Doc. It's the most important scene in 8 Mile, and the filmmakers had no idea what Rabbit would say to win the competition.

    Eminem taught the film's director a lot about what happens in real rap battles. In the end, they both decided to approach the finale from a new angle. Paul Rosenberg, who is Eminem’s manager and served as an executive producer on the movie, talked about Rabbit's winning strategy. "At some point, they must have discussed the idea of what about, instead of just firing shots across the bow of the other person, you fire shots at yourself and you take away all of the weapons that somebody might have."

    The approach was actually one that Shady had used in the past during his own real-life rap battles. "I don’t know if Papa Doc was always going to end up speechless. But it worked. I had to leave him how he left Rabbit earlier in the movie," Em stated. "And I think the plan was always at the end for me to start dissing myself. Because that’s what I actually did in battles to try and take people’s ammo away."

    In the scene, the overconfident Papa Doc lets B-Rabbit go first. Instead of initially cutting up Papa Doc, Rabbit mocks himself. He uses part of his time to rap about all of the disses that Papa Doc is going to use:

    This guy ain’t no mother-f*cking MC,
    I know everything he’s got to say against me,
    I am white, I am a f*cking bum, I do live in a trailer with my mom,
    My boy Future is an Uncle Tom.
    I do got a dumb friend named Cheddar Bob who shoots himself in the leg with his own gun,
    I did get jumped by all six of you chumps,
    And Wink did f*ck my girl,
    I’m still standing here screaming “F*CK THA FREE WORLD!”
    Don’t ever try to judge me dude,
    You don’t know what the f*ck I’ve been through

    When Rabbit finishes up rapping about his own shortcomings, he then goes after Papa Doc:

    But I know something about you,
    You went to Cranbrook, that’s a private school,
    What’s the matter dawg? You embarrassed?
    This guy’s a gangster? he’s real name’s Clarence

    And Clarence lives at home with both parents,
    And Clarence’s parents have a real good marriage,
    This guy don’t wanna battle, He’s shook,
    ‘Cause there no such things as halfway crooks,
    He’s scared to death,
    He’s scared to look in his f*cking yearbook, f*ck Cranbrook

  • Eminem Doesn't Remember Recording The Original Demo Of What Became 'Lose Yourself'

    Eminem has been vocal about his struggle with prescription medications. He's been sober since 2008 after he checked himself into treatment and embarked on a 12-step program. In 2009, he told Vibe magazine, "It's no secret I had a drug problem. If I was to give you a number of Vicodin I would actually take in a day? Anywhere between 10 to 20. Valium, Ambien, the numbers got so high I don't even know what I was taking." His albums Relapse and Recovery both deal with his substance dependency and sobriety.

    All of his substance use had an effect on his memory. In fact, the hip hop star doesn't remember recording the demo to "Lose Yourself." In 2014, Eminem released the original demo of the rap hit as a bonus track on 2014's Shady XV compilation album. He wrote in the annotation regarding the original demo:

    This is going to sound stupid, but I have no recollection of the demo version on Shady XV. Paul remembers me doing that but I don’t know where I recorded it, I don’t even know when I recorded it. I did a lot of drugs, so my memory is all over the place.