Although Puff Daddy is the primary performer, the lyrics were penned by Brooklyn rapper Sauce Money . Puff Daddy initially approached Jay-Z to write it, but Jay-Z declined, feeling Sauce Money was better suited for the somber task. Musical Composition and Samples
Directed by , the music video was filmed in Chicago. It famously features shots of the artists performing in a rain-slicked hangar and includes moving footage of The Notorious B.I.G., further cementing its status as a visual eulogy.
The song also incorporates elements of the 1929 hymn "I'll Fly Away" and Samuel Barber’s "Adagio for Strings" in its spoken introduction. Chart Performance and Legacy