After releasing good kid, m.A.A.d City and To Pimp A Butterfly to critical acclaim and multiple GRAMMY nominations, Kendrick Lamar made it a point with his next album to create something markedly different from his previous two efforts. With GK:MC being about the challenges a young man faced growing up in Compton, Calif., and the latter encompassing the sounds of black power and pride, the artist formerly known as K-Dot decided to explore the complexities of spirituality with DAMN.

What initially sounds like his most accessible album to date turns out to be far more complex upon multiple listens. From the rambunctious "DNA" to the jaw-dropping true story of "DUCKWORTH.," DAMN. is layered with deft lyricism, stellar production and multiple meanings that are made all the more significant once the listener realizes that the album was also designed to be played in reverse.

The acclaim swiftly piled up on social media as both fans and critics hailed DAMN. as the third consecutive instant classic in the 30-year-old's catalog. To get a better insight into the mind of an artist who has mastered the art of secrecy surrounding his projects, a few of the individuals who were behind the shaping of DAMN. paint an intriguing picture of how Lamar's spiritual journey was captured in musical form.

Terrace Martin (producer/songwriter): He initially shared the idea about DAMN. to me during the To Pimp A Butterfly sessions but it was really vague. But I knew that whatever we did next couldn't sound anything like what we just did. We needed to do the opposite of what our opposite thoughts were.

*Sounwave (producer): Literally as soon as [To Pimp A Butterfly] was done we started [working on DAMN.]. He goes into these phases where basically his mind is this big storyboard and he's picking ideas: "What if we did this? What if we did that?"

**Lamar: The initial goal was to make a hybrid of my first two commercial albums. That was our total focus, how to do that sonically, lyrically, through melody – and it came out exactly how I heard it in my head. … It's all pieces of me.

"Kendrick is the type to not let anybody know what he’s doing. It'll come out of nowhere." — Pluss

*Sounwave: Once he got his whole brainstorming thing down and we knew the direction we were going, we locked down the studio for months. [I] never left — [we] literally [had] sleeping bags in the studio.

**Lamar: I wanted it to feel like just the raw elements of hip-hop, whether I'm using 808s or boom-bap drums, the idea of Kid Capri. …The initial thought was having [Kid Capri] on some real trap 808 s***. Something I've never heard from him. I got in the studio and had him do a thousand takes. He's the greatest to ever even do it.

Kid Capri (narrator/vocals): The first time I met Kendrick was when we worked together [on DAMN.]. He called to ask me if I'd work with him. ... He told me the direction of the album being God and spirituality, but he already knew what he had in his head and he came up with a lot of what I needed to say.

Pluss (producer): "HUMBLE." started when I was at the studio with Mike WiLL Made-It and we started throwing ideas together. Mike said that this song needed to be "ignorant." He started with that piano. It was simple. And then he started throwing in bass and drum ideas. I did the arrangement. It was missing one little side and I started playing with a sound effect and threw another effect on top of it. That's how that siren sound came out and it put the beat on another level. We knocked it out in 30 minutes. I didn't know what was going to happen to it.

***Lamar: Mike Will sent the beat over. All I could think of was [Marley Marl's] "The Symphony" and the earliest moments of hip-hop, where it's complex simplicity, but it's also somebody making moves. That beat feels like my generation, right now. The first thing that came to my head was, "Be humble."

Pluss: I didn't even know "HUMBLE." was happening until I heard it. I was riding in the car a few months after we did the beat and I got a phone call from my friend at Live Mixtapes and he said, "I know you have something to do with Kendrick's new record!" I didn't know what he was talking about. "HUMBLE." was a surprise for me and it was all over the radio. I listened to it like "This is the beat that we made!"

Terrace Martin: I got the call to work on "LOYALTY." while I was working with 9th Wonder and Rapsody on Laila’s Wisdom. I heard something with Bruno Mars' "24K Magic." The original talk-box player on that record is a genius by the name of Mr. Talkbox. He had a sound that I loved. I just wanted to reverse it, tweak it and give it a new edge. I got with DJ Dahi and Sounwave to put it together.  I thought this would be dope for my album. But then I thought that nah, this would be for Kendrick and I called him and told him "I got some s***." He had mentioned the idea that very day that he wanted Rihanna on it.

**Lamar: I've always wanted to work with Rihanna. I love everything about her, her artistry, how she represents women to not only be themselves but to express themselves the way she expresses herself through music and how she carries herself. I love everything about her, so I always wanted to work with her. I did the record and immediately, her name popped up. Reached out, we locked in a studio, and made it happen.

9th Wonder (producer/mixer): I was in Los Angeles in December of 2015 and I went to see Kendrick. We were at the beginning stages of Rapsody's album, so I had a bunch of beats on me. I played him 20 beats and he said, "Let me get those." I didn't find out that there were at least two beats on one song ["DUCKWORTH."] until he sent me a video snippet of him playing an MP3 off his computer. It was a 9-second clip that played right when the beat changed. After it was over, I hit him back saying, "Yo man, what the hell?" and he put "LOL" and that was it. I gave him the beats in December of 2015 and he sent that video in June of 2016. I hadn't talked to him in six months and that came out of the blue. I noticed on the MP3 that the name of the song was "Life Is Like A Box Of Chicken." I didn't hear anything else until it was time to clear samples.

Pluss: Kendrick is the type to not let anybody know what he's doing. It'll come out of nowhere.

9th Wonder: The night before I was supposed to fly out for SXSW and Kendrick calls me and says, "I need for you to mix the beat part of this record." Khrysis and I are mixing the beat that night and I'm just listening to the beat. Khrysis is saying, "Are you listening to what he’s saying??" When I’m listening to music I'm listening for the flow pattern before I'm listening to your words. So I listened to the words and I had to sit down, man. ["DUCKWORTH."] is making so much more sense to me. I texted him immediately after I heard it and asked if it was a true story. He said, "Yep. And I left some stuff out."

**Lamar: It was just the right time [to tell that story]. Top Dawg himself didn't know I was going to do it or even execute it in that fashion, to be the last song or to be anywhere. Just making it made sense. I remember playing it for him, he flipped because further than the song, when you really can hear your life in words that is so true to you and that affected your life one hundred percent through one decision, it really makes you sit back and cherish the moment. I think that's something we all did playing that record. Like man, look where we at. We're recording music for the world to hear and we're taking care of our families. We're blessed. But listen to these words, like this is what happened. This is real life. It's amazing and since a kid I've always said to myself "anything is possible and it always comes around 10-fold, confirmation." And that story is confirmation.

* As told to GQ Magazine
** As told to Zane Lowe of Beats 1
*** As told to Rolling Stone

(Andreas Hale is a former editor at BET.com and HipHopDX.com. His work has been featured on MTV, Vibe, XXL, Jay Z's Life+Times, Black Enterprise, Ozy, and more.)

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