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Top Dawg’s Kendrick Lamar & ScHoolboy?Q Cover Story: Enter the House of Pain

Kendrick Lamar, ScHoolboy Q and Top Dawg Entertainment's Anthony Tiffith tell the full story of how L.A.'s unexpected indie label rewrote rap's rules -- in this week's Billboard cover story.

It doesn’t exactly look like the place that so recently has launched the next generation of hip-hop superstars. Indeed, the Top Dawg Entertainment recording studio – christened the House of Pain and located in the back of a family-style home on a nondescript cul de sac dotted with manicured lawns in Carson, Calif. – has a sweat-box vibe: VHS tapes, dusty CD cases, Taco Bell wrappers and half-empty Gatorade bottles litter the stained carpet; the panel walls suggest a suburban rec room, except for the handwritten messages tacked to them that mix hip-hop tough love with inspirational business motivation.

“The ability to move people through words is a gift like nothing else,” one reads. Another references the 2000 shooting that transformed 50 Cent’s life: “Charisma/personality/swagger: Believe it or not, 50 being shot in the mouth area gave him more style and personality.”

Behind the Scenes With Kendrick Lamar

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But however modest it looks, this is where Kendrick Lamar’s 2012 critical and commercial phenomenon good kid, m.A.A.d city and this year’s most eagerly awaited rap release, ScHoolboy Q’s Oxymoron, were cultivated. It remains home base to TDE, hip-hop’s most influential, white-hot independent label today. Currently, the 10-year-old endeavor has staked out a unique position in the music industry: Without giving up its independent spirit or strategy, TDE has latched on to major-label resources from Interscope and released two game-changing chart-toppers. It has done so carefully, after an initial major-label experience with Warner Bros. that went sour during a label shake-up. “We thought the label had all the answers,” says Terrence “Punch” Henderson, co-president of TDE. “After that, we said, ‘OK, we’re going to the streets, straight to the people, and skipping the middleman.’?” Everyone talks about keeping it real while gunning for major success. But with Q’s Oxymoron on track to debut at No.?1 on the Billboard album chart, you might say TDE has found a way to have its cake and keep it real, too.

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The TDE story starts a decade ago, when Anthony Tiffith built the House of Pain. At the time, Tiffith – whose nickname is Top Dawg – was looking for a way out of the street life of Watts, his tough Los Angeles neighborhood. He bought recording equipment with the idea of working with local talent, and Top Dawg Entertainment began to take shape. “Every guy from the streets has the same story: There comes a time when you have to get out of that world,” says Tiffith. “I lost a lot of friends, saw a lot of partners locked up. When things got kinda hot, I had to find something else to do.” One of Tiffith’s uncles had found success managing R&B singer Rome, whose 1997 single “I Belong to You (Every Time I See Your Face)” peaked at No.?6 on the Hot 100. “I was out here dodging bullets and the police, and he had Bentleys and a big house. I thought, ‘Shit, I can’t go to jail doing music – let me try that.’?”


TDE’s first signing was a local Watts rapper, Jay Rock. “I’m Jay Rock’s big homie – we’re from the same project,” says Tiffith. “When I started looking for artists, here was a guy right in my backyard that sounded great. At the time, Jay was doing a lot of the shit I was doing back in the day. He used to run from me, but I finally caught him getting a haircut on a porch in the projects. I parked around the corner, ran up and grabbed him. He said, ‘What did I do, man?’ I said, ‘I want to take you to my studio – you can rap like a motherf-er.’?” Another neighborhood kid to capture Tiffith’s attention was a teenaged Lamar. At the time, Lamar called himself “K.?Dot” and still was in the process of developing his skills. “It was just me and my partner Dave [Free, now TDE’s co-president], making little mixtapes in the garage,” recalls Lamar, 26. “I was 16 and just having fun.”

As such, when Lamar entered the House of Pain, he discovered it was more about work than good times. Free, 27 – who attended high school with Tiffith’s son – actually introduced Lamar to TDE’s majordomo, sneakily playing an early Lamar mixtape while Free pretended to fix Tiffith’s computer. On their first meeting at TDE’s studio, Tiffith ran young Lamar through his trademark talent test: “I told Kendrick to get on the mic and flow over some beats I chose. I like to make rappers spit over double-time beats to try to stumble their ass up – but he was rapping like a motherf-er! I tried to act like unimpressed, but that made him go even harder. He stepped up, and we’ve been rocking together ever since.”

ScHoolboy Q, ‘Oxymoron’: Track-By-Track Review

The four young MCs Tiffith had brought into TDE’s nascent roster – Lamar, Q, Ab-Soul and Jay Rock – quickly made the House of Pain their home away from home: Tiffith fed his growing crew, giving them a place to live and make music. They in turn took the opportunity seriously, looking at it as something between a job, a dream come true and a way out. Rock had been incarcerated for gang-related activity, but now he found himself voluntarily imprisoned by Tiffith in the vocal booth. “If it wasn’t for Top Dawg, I wouldn’t be doing this,” says the 27-year-old. “We came from the same neighborhood, and he made it out. I was just a kid from the projects running wild, and he took me off the streets and put me in the studio. I’ve been there ever since.”

Says Lamar: “When you come from the struggle of the streets, you want to do something different. Top Dawg was an OG from the projects who’d been there and done that but then went on to build something so positive. That was important to all of us.”


In some ways, the TDE story – combining new-school Internet grinding via free mixtape downloads and social-media savvy with old-school hustle to develop audiences – proves typical of independent hip-hop over the past decade. But no label has had a greater artistic or commercial impact on current urban music than TDE. That impact became clear after Top Dawg partnered with Interscope and Dr. Dre’s associated Aftermath imprint to put out Lamar’s major-label debut, good kid, m.A.A.d city. A concept album about the battle between the street and the heart, good kid went on to sell 1.2?million, according to Nielsen SoundScan, and earned Lamar seven Grammy nominations – though he won none. Losing the best rap album Grammy to Macklemore and Ryan Lewis’ The Heist surprised even Macklemore himself, who texted Lamar an apology – “You got robbed. I wanted you to win” – then posted it on Instagram for all the world to see. “That text surprised me, but Macklemore is a genuine dude,” reflects Lamar. “However it panned out, I wish him much success. He touched people’s souls, and no one can take that away. Really, the whole Grammy moment was incredible. Not everyone gets that shot.”

ScHoolboy Q Heading for No. 1 on Billboard 200

Up next in line, however, is ScHoolboy?Q, whose first TDE/Interscope release, Oxymoron, is projected to sell more than 150,000 in the week after its Feb.?25 release. “It’s crazy – we actually imagined this moment together in that little studio years ago, and now that day is here, ” says Lamar. “Seeing Q come up right behind me and smash in real life is great. If my success gave him more security to do what he does, I’m happy.”

At a Los Angeles listening party for Oxymoron a week before its release, Q, 27, seems like he already has arrived. He’s decked out in the couture-meets-streetwear mufti that defines current hip-hop success: zipper-striped Givenchy camo fishtail parka, fedora, black jeans and gray-and-black Jordans. Behind Q’s preppy dark shades, though, are eyes as exhausted as they are blunted: He rushed here straight from the airport from a run of promo in Chicago and clearly is struggling with the effects of too many flights in too short a time period. “I wore this two days ago,” he says in his distinctive South Central drawl, tugging on his coat. “The only thing I did was change my drawers,” he adds, laughing. “I can’t walk around with nasty drawers! But there’s a whole lot more to do – I’ve been grinding.”

Says Free, whose iPhone is never far from his ear: “It’s been a f-in’ ridiculous week – a lot of media stuff, flying around, in-stores, sitting in front of a computer, planning everything.” All that hustle around Oxymoron already is bearing fruit: Henderson, 31, reports that coming into release week, Oxymoron was even outpacing Lamar’s initial good kid numbers: “To date, ScHoolboy’s sold 24,000 on pre-order, where Kendrick’s whole pre-order run was only 17,000.”

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Oxymoron may turn out to be 2014’s most brutal, uncompromising chart success. It teems with sonically eerie, unrepentant gangbanger tales – albeit with the lyrical depth and rich musicality that’s a TDE trademark. Oxymoron’s first track, “Gangsta,” provides a manifesto for the record: “F- rap, my daddy’s a gangsta,” Q’s 4-year-old daughter, Joy, intones at the intro, before he starts rhyming about how his “grandma showed me my first strap.” Says Tiffith: “ScHoolboy is gangsta. When he first told me that story, I was like, ‘Your grandmother gave you your first gun? Really? I’m scared of your grandma – I’m going to make sure your contract is?right!’?”

Born on a military base in Germany, Q (real name: Quincy Hanley) ended up in Los Angeles’ crime-ridden South Central area when his mom moved there after splitting with his father. A graduate of Crenshaw High School – made infamous in the 1991 film Boyz n the Hood – Q initially earned his nickname because of academic success but eventually gave up grade-grubbing for gangbanging. Joining his local Hoover Crip set, he quickly expanded to drug dealing, as made clear in “Prescription/Oxymoron,” a chilling seven-minute confessional that is the centerpiece of Oxymoron. With unsentimental precision, the song details how Q went from selling OxyContin to becoming an addict himself. “I say in the song, ‘I had a ball selling [OxyContin] 80s, but yo, the karma’s worse,’ and that’s true,” he says. “Once I was done dealing, I got addicted to Xanax and Percocets. My past came back to haunt me.”


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TDE has drawn comparisons to Death Row Records, the notorious ’90s California hip-hop label that fueled the growth of Interscope with hits from Dr. Dre, Snoop Dogg, Tupac and others. “We don’t sound nothing like them; we didn’t do it like them, didn’t come up like them,” says Q – though the Interscope connection of both labels hardly is a coincidence. “Top Dawg’s direction is based on a lot of stuff Interscope has been a part of for the last 20 years,” says Jimmy Iovine, chairman and CEO of Interscope. “Top has been a great student of what Dre has done with classic labels like Death Row and Aftermath, and now he’s taking that game plan with modern music and approaches.”

The game plan started with by-any-means-necessary DIY tactics. The first TDE releases were giveaways – first by hand, then eventually online. “I remember we would go to Venice Beach, malls and schools, giving out CDs for free, just wanting to be heard,” says Jay Rock of Top Dawg’s early days. The label’s rappers were diverse – Rock and Q more thugged out; Ab-Soul more abstract; Lamar somewhere between those two poles. “We didn’t wait for radio or a label to create interest,” adds Q. “If we sold 200 albums, it was better than the last time, when we sold nothing. We did it our way.”

As TDE’s distinctive brand grew, emphasis shifted from awareness-raising free mixtapes to selling albums. Q notes TDE’s acumen in translating street promotion to the digital reality of today’s music business: “A snippet leaked from my album, and we just embraced it. TDE has always taken advantage of the Internet: The first project I released officially [2012’s Habits & Contradictions album] sold over 4,000 records in two days. We dropped it [on iTunes] on a Saturday, and it still charted from two days’ worth of sales.”

That Saturday release was part of TDE’s strategy for building buzz through sales the way the label once did through giveaways. “I had a little trick to make sure we hit No.?1 on iTunes,” says Tiffith. “All records come out on Tuesday then peak after the first few days. When they were on the way down on Friday, that’s when I’d drop TDE’s shit – and we’d zoom right to the top. Even if we got to the top of the charts by selling 200 copies, we still had the perception of being No.?1, and people paid attention.”

Top Dawg's Kendrick Lamar & ScHoolboy?Q
ScHoolboy Q, Top Dawg and Kendrick Lamar photographed at The Loew's New Orleans Hotel on February 15, 2014 Ramona Rosales

Much of TDE’s staunchly independent approach stems from an initial negative major-label experience. Signed to a Warner Bros./Asylum deal in 2007, Jay Rock released a single, “All My Life (in the Ghetto),” featuring Lil Wayne and in 2008. Tiffith says it was just starting to build at radio when a Warners restructuring hit. Rock’s album, Follow Me Home, languished in limbo before TDE got the rights back. “Jay Rock was pretty much our guinea pig – we learned everything about what not to do,” says Tiffith. “When they were at Warner Bros., Naim Ali and Tom Whalley gave TDE its first opportunity. We were just coming right off the streets: We had a record deal and thought we’d made it. ‘All My Life’ got 800 spins and was ready to impact – and then Warner cleaned house and brought in a new team that shit on the project. If they’d put energy into it, they could’ve had Kendrick, ScHoolboy and everybody else on TDE today.”

Says Henderson, “Everything we went through with Warner taught us how to build buzz for Kendrick’s first album.” Adds Tiffith, “After Warner Bros. pulled the plug in 2008, that showed us the way forward. I said, ‘The Internet is about to take over this shit, so let’s target that.’?”

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That was where the tech savoir faire of Free – who had worked for seven years as a systems support analyst in the Los Angeles school system – came in. As he rose through the TDE ranks, he helped tailor marketing plans for an ever-evolving, new digital reality. And the results came quickly. “Kendrick sold 8,000 of [his 2010 release] Overly Dedicated, and that changed the game for us,” says Tiffith. “A year later, Kendrick’s album Section.80 sold over 100,000 copies – a big jump. That’s a lot of records sold with no radio support.”

Still, Tiffith notes that as Lamar’s success grew into a global concern, TDE needed to partner with a company like Interscope that had worldwide distribution and marketing muscle. “Hands down, Interscope really started the movement to take hip-hop international,” says Iovine. “There’s no one better than us at that.”

“I learned a lot from being around Jimmy and Dr. Dre,” says Tiffith. “Those dudes took over the world. I want to create my own Beats!” Henderson points out, however, that Q and Lamar are the only TDE artists currently being worked through the major-label system, and TDE has yet to strike an overall deal with a major partner. “We’re in a position where we can hold out for exactly what we want,” says Henderson. “Section.80 sold over 130,000 copies just from us putting it on straight to iTunes. We put up those numbers on our own, so we have to get what we want from a major-label deal.”

TDE’s newest signee, Tennessee rapper Isaiah Rashad, praises the label’s “brand integrity.” He says: “Not a lot of people are in the lane TDE is in, where they can go direct to the fans. If we drop a link or a video, it’s straight from TDE; that’s unique and rare. They gave me their audience to build upon, giving me attention that I wouldn’t have gotten any other way.” Rashad’s first TDE release, the Cilvia Demo EP, entered the Billboard 200 at No.?40 after its Jan. 28 release – a surprise, according to Henderson. “Isaiah dropped his project with no real promotion,” he says. “We just threw it out there, really – and it sold 8,500 copies first week, entering the top 40.”


The profile of certain TDE projects, like Q’s, however, requires a heavier rollout. “We want to get in front of all the people and do all the late-night shows,” says Henderson. “Kendrick definitely opened those doors: If we want to approach [Jimmy]Fallon’s people about an appearance, they already are familiar with our crew. They know people trust our?music.”

That is illustrated on Oxymoron’s Feb.?25 release day, when ScHoolboy Q had been booked to perform on Conan. Before the taping, Q – still wearing the same Givenchy jacket and Jordans but freshly accessorized with a Crip marine-blue bucket hat – runs through Oxymoron’s slinky next single, “Studio,” onstage for the cameras. Backed by a full band, the track proves even more hard-hitting live than on Oxymoron, and Q exudes an easy charisma that’s equal parts everyman and superstar. Still, he has to add his own special sauce to get the sound right for broadcast. “Reverb and weed – that’s what makes my voice sound perfect,” he says.

Nearly all of the TDE power hitters – Free, Henderson and Tiffith – have gathered at Conan in support of their latest protege. “Today is probably more important than when good kid, m.A.A.d city came out,” says Free. “This is our proving ground to show the world that wasn’t a fluke – that TDE isn’t just one artist. Kendrick isn’t the only one in our stable that’s going to blow up.” In 2014, TDE hopes to lock and load its most ambitious slate of releases: Rashad and the label’s first nonrap signing, New Jersey-based female singer-songwriter SZA, will be coming with albums, as will original team members Jay Rock and Ab-Soul. Meanwhile, Free thinks the long-awaited debut from Black Hippy – the supergroup featuring Lamar, Q, Rock and Ab-Soul – is likely to appear in 2014; Tiffith indicates that TDE is planning to release a new Lamar album this coming September, too.

Just don’t expect anything to change when it comes to TDE’s creative process. “It’s still the same House of Pain,” says Rock with a laugh. “We were all sleeping on that old couch, away from home for weeks, thugging it out together, putting in the work. It has to have that feel to remind us to stay hungry.”

Tiffith’s favorite meal, however, remains his never-satiated ambition to change the game. “When we first went into the situation with Interscope, I told Dre, ‘We do shit different, and I have to maintain that freedom,’?” recalls Tiffith. “He said, ‘Yo, I love what you’re doing – I just want to be part of it. Keep doing y’all.’ Dre’s smart. He took me to his house. When he showed me his backyard, I was like, ‘What the f-?’ You could see the whole city from there! Looking at that view, Dre said, ‘Man, you can get this. I came from Compton, you came from Watts; work hard, and this can be yours.’ But it’s not about money with Dre: He just does it for the love, which was the most inspiring thing of all. When you do shit for the love, that’s when you get your best shit.”