This is a Proof solo track recorded while he was a member of the group 5 Elementz, along with fellow Detroit MCs Thyme and Mudd. It was first released on the group's "Yester Years" EP (1996) and later appeared on their first and only album, "The Album Time Forgot" (1998).
Legendary producer J Dilla (known as Jay Dee at the time) produced the bulk of the album's tracks. On this classic song, he flips the same sample (Roy Ayers' "Searching") that Pete Rock used on the Pete Rock & CL Smooth song "Searching" (1995).
