Philadelphia born MC Tracey Lee scored a bona fide hit in 1997 with the Malcolm McLlaren-sampling record, “The Theme (It’s Party Time).”  While his debut album, Many Facez, didn’t reach the same level of success as the lead-off single, it did contain some undeniable jewels.

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One hidden gem was a collab with the late great Notorious B.I.G. called “Keep Your Hands High,” recorded just a few months before Big was murdered in LA. Biggie’s verse from that song has been bitten and flipped (“all them rings and things you sing about bring ‘em out”) by both Jay-Z and T.I and it was lifted in its entirety to create “Rap Phenomenon” from Born Again.

So, on the eve of the 15 year anniversary of one of hip-hop’s most important figure’s untimely passing, Tracey, now a certified entertainment attorney (he obtained his J.D. from Southern University Law Center in Baton Rouge, Louisiana) and freshly minted independent rapper, shares his memories of working with Brooklyn’s finest, including a conversation they shared just minutes before BIG was shot.

[I first met B.I.G.] through my affiliation with Mark Pitts, who was the CEO of ByStorm Entertainment, then a subsidiary of Universal Music Group. Mark was B.I.G.’s manager while he was working with Puff. Being that I was mark’s first artist, and he was also B.I.G.’s manager, [he] would be the most appropriate person to hook up with to kinda push me out there. I think Mark had that in the pot and was cooking that up before I even got signed.

We first met in the studio in person but during my demo process/stage when I was giving Mark all kinds of [music] that I was doing before we actually inked the deal, he would play stuff for B.I.G. in the car. He played him a gang of stuff and there was one particular record called “No Doubt,” that that was the song that Mark told me that really got me signed. [When he heard that] B.I.G. told him, ‘this kid is serious…’ It was kind of like he was getting to meet me indirectly through the music.

So when we finally hooked up in D&D studios, Premier’s Studio when we actually did the record, we kicked it, and we vibed off the gate. I was definitely in awe because it was B.I.G. but at the same time, as an MC, it was like, ‘Ok, I gotta step my game up…’ This is one of the best, if not the best MC out there at the time. So it was like if I’ma get on the record with B.I.G. then I gotta come with it.


He taught me a lot in our initial conversations about the [music] game at that particular time. He was actually in it and I was just about to get involved. So he dropped a lot of jewels from an artist’s perspective. I remember him distinctly telling me that he was gonna fulfill his contract and then fall back. I don’t know how many albums he actually owed Bad Boy or Puff or whatever but he was kind of at his wits end so to speak with the game. At least that’s the impression that I got, cause you know–I think and this is strictly my interpretation going off of the mood and the body language and all of that– B.I.G. to me was a talented dude but he was about his paper at that time so it was like as soon as he could fulfill his contractual obligations, you know, he was gonna venture off into other things.

Of course that comes with maturation and evolving and understanding more about the game. I think he was just evolving so he wanted to do what he had to do and get out. So I took that at that particular time as, ‘Yea, I can dig where you’re coming from.’

So those are the things that sort of stick out to me from our conversation. He didn’t really get into specifics, but I made that determination based off of body language and doing some deductive reasoning. But I do remember him saying specifically, ‘Imma do the rest of these albums and I’m out…’ now what ‘out’ meant, I have no idea. I don’t think he would have stopped rhyming but I think he meant out of his contract and doing his own thing whatever his own thing was. He still had Junior Mafia, he was doing writing with them. Him and Un had deals in the works at that time so it could have branched off into movies or whatever. But I know he was definitely trying to fulfill his contractual obligations so he could perhaps have more freedom and control over what he did from there on out.


Mark was telling me all the while, ‘You and B.I.G. gonna do a record…’ I’m like, ‘Aiight, cool…’ So I’m patiently waiting, never getting discouraged but it ain’t happen after all these months. Then finally the day he said it was going down I go in there and for him to be there first… he was already doing what B.I.G. does, he already got the treats in there, he got the hen-rock in there, you know he got some extra-curriculars in there and he vibing as only B.I.G. does.

So I walk in the room and he like, ‘Yo, what up Tra’…’ so our session is just really relaxed. He making cats laugh all day but then all the while, while we having conversations, he would just zone out like every so often and I’m watching and I’m looking at how he zone out rolling his body like back and forth to the beat but I’m not really understanding what’s going on. I’m just thinking he just vibing but all the while he was writing without a pen and a pad. I look back in hindsight and I’m like dude’s method was crazy. But at the time it just felt like we was at somebody’s crib and we just chillin.

But then about seven hours later, he gets out his zone and then he says, ‘Aiight, I’m ready…’ and then I’m like, ‘Ready for what?’ I’m sitting there with my pen and the pad trying to figure this thing out [but]he’s like ‘I’m ready to go in the booth.’ I asked where’s your pen and your pad, he was like ‘I can’t write it down, it confuses me. I got it in my head.’

So I’m thinking he just going in there to freestyle it. But he actually wrote the joint in his head, piecing it together in the booth as we go along and not only am I in awe of his method, but the sh*t that came out his mouth… I thought I had something but I kind of had to really go back and re-write my sh*t. cause dude said, ‘them rings and things you sing about, bring ‘em out, it’s hard to yell when the barrels in your mouth…’ I’m like the way this dude is twisting his syllables and figuring out new ways to pronounce things. Like instead of fragile he said fragilly. The sh*t was incredible. The thing about BIG that impressed me the most was what the normal MC could say in 10-20 words, he could say in 4. He maximized word usage and syllables more so than any other MC that I ever heard in my life.


So after we make the record, [we know] it’s definitely going on the album but we didn’t get rights to actually advertise that B.I.G. was on the record. And I’ma go out there and say it cause this is what I heard… Puff really didn’t give us the rights to advertise. We didn’t have sticker rights, we couldn’t say “featuring B.I.G.” nowhere on the cover, nowhere on the back, so people basically just had to find that sh*t. They had to go get my album and just figure it out that B.I.G. was on the record. And I think that’s the reason why it was never put out there like it was supposed to be. Of course hip-hop heads gonna find sh*t and thank God that 15-years later, there’s still people figuring out that I did a record with B.I.G. For the people that knew, it’s considered a classic and I’m definitely appreciative of that but we didn’t have rights to advertise the record. Of course we wanted to, it should have been the natural single after “Theme,” but we couldn’t do that cause we didn’t have video rights. The thing that was gonna happen though, I know they were preparing for a Life After Death Tour and I was gonna open up for that so I think that would have exposed that record to the point where the labels would have had to step on somebody’s neck be it Puff or whoever, like, ‘Yo, y’all better single this joint because we can make some money off it.’

But of course the untimely death of my man, RIP BIG all day, you know that didn’t happen. Hence this is where we are. At the time I was kinda upset that we got this classic record on our hands. At least I’m thinking eventually it will be a classic record and nobody will know unless you happen to stumble across it.

I think [BIG] loved the fact that I brought out his best. A lot of people say those verses that he spit on my joint are some of BIG’s best verses. Being as humble as I am, I’m not gonna step up there and say that, cause BIG had some dynamic verses, but I cant really argue with peoples opinion. It even got to the point where two people sampled the sh*t off of my record. Jay sampled it and TI sampled it. [TI] sampled Jay’s voice saying it but it really came from BIG. So that right there, for a record that wasn’t even a single that right there told me that people were listening to this record and listening to BIG’s verses specifically. For me to bring those verses out of him showed me the respect that he had for me as an MC and a lyricist. He loved the record, couldn’t wait to do it live on stage and all that sh*t.


This is a moment of my life that I will never forget. We was out in LA for the Soul Train Awards and it was the after party and we having a good time and all that. And we was leaving out of …I believe it was the car museum…and I felt a certain way coming out of there. I wasn’t really [myself] at the time. I don’t know what I was thinking about but I was coming out the joint and BIG is right next to me so he hits me like ‘Yo, man whats good with you?’ He was like, ‘Yo, man we partying right now, ni**a, we in LA, man, cheer up! We about to go to the Playboy Mansion, cheer up!’ He was jovial and all that so I was like, ok I got you.

So me, Mark and a couple of my homies, we go in the limo or whatever we was driving and they go they way, him Cease, they go to the truck so we like we meet you up there. So we in the car and Mark gets the call like 5-minutes later like you turn around. That’s obviously when the incident happened. So we turned around, wind up going to the hospital. Mark goes in the room, I’m outside. You know everybody out there from the party. One particular person I know I saw was Foxy Brown. I think [Lil’] Kim was out there, it was a gang of people. So we outside the hospital and Mark comes out and I’m probably one of the first people to get the news, ‘cause Mark was in the hospital room. And he came directly out and grabbed me. And we just start walking. I asked him what’s good and he just had this blank look on his face. After that we just walking and he told me. I’m just like sh*t I can’t even put into words how I was feeling at the time. It was a lot of mixed emotions. Mark was definitely going through it. I just remember hearing voices, it was crazy, folks out there was like, ‘Yo wassup Mark you ain’t go not love for the West Coast and all this other bullsh*t going on around and we just ignoring that sh*t just walking and being like introspective about the sh*t. It was just a crazy time.

So we wind up taking a walk and then we go back to the hospital cause that’s where the car was… So we get back in the car after Mark took care of whatever business he had to take care of and we was just in the car stunned, shocked. At least I know I was. You could just read the faces of the people in the car at that time. It was unbelievable. I’m a real spiritual dude and I look at that now in hindsight as the last time I spoke to BIG and where his spirits were and just how he was, it was basically him telling me, ‘Everything’s alright. Everything’s cool. Put a smile on your face, everything’s good. And he was basically just giving me his last words about how he felt and how he wanted me to feel. Now that im going back and revisiting that moment, its just crazy. I feel like he was just giving me a jewel in disguise. He was giving me his blessings in disguise. I definitely salute BIG for everything he taught me and showed me. I still miss him 15-years later, as we all do. We miss his energy, miss his music… So, again, my condolences to his family and all that. RIP BIG…salute!

Connect with Tracey Lee on Twitter, Facebook and on his site.. (Website)

@lleftent (Twitter)

@TrayLee (Twitter)

/Tracey Lee (Facebook)


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