The original version of the song that appeared on the album was produced by Jermaine Dupri and sampled Audio Two's "Top Billin", the single version featured Missy "Misdemeanor" Elliott, was produced by Sean Combs and Rashad Smith and sampled Diana Ross' 1980 hit "Upside Down".
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The song became MC Lyte's second highest charting single in the U.S. after her previous single "Keep On, Keepin' On", peaking at No. 11 on the Billboard Hot 100.
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