Songfacts®:

• Kendrick Lamar details the empty pleasures in the life of a rap star as he elucidates several ways in which he can't help giving into the titular desires. A room full of clothes, sexual lust, and smoking marijuana are all vices whereby the Compton MC finds himself giving into temptation. By the end of the song, Lamar's quoting James 4:4 in the New Testament. "A friend of the world becomes an enemy of God." The rapper is saying that such mindsets promoting selfish desires means you are going against God's will.
• The song features background vocals by Montreal's Kaytranada, who is best known for his production work in which he mixes house music with neo-soul.
• The track was produced in part by BadBadNotGood, who are a four-piece instrumental group from Canada. They frequently record with such rappers as Ghostface Killah, Earl Sweatshirt and Danny Brown, as well as jazz greats like Roy Ayers.
  
  BadBadNotGood were assisted by DJ Dahi, who previously produced good kid, m.A.A.d City highlight "Money Trees" and Top Dawg in house producer Sounwave. Dahl recalled to Spin:
  
  "I've known BADBADNOTGOOD for a couple years, I've been a huge fan of their music. They had sent Kendrick some music, and I knew that Sounwave had started a template of what the record was going to sound like. When I got my hands on it, it was just a loop. Me and Kendrick just talked like, 'Yo, what if we tried this? What if we tried that?' We just wanted this record to be the one that has a feel like, 'I haven't heard this before.' That was kind of the goal. I love the record, that's probably one of my favorite records I've done ever. It kinda keeps you on your toes, but it just moves—it's great.
  
  It definitely went through stages of trying different things, but for some reason, this record wasn't really as difficult for us to place it. Kendrick is a really great editor when it comes to his music. He's always like, 'OK, that's enough' or whatever. We were just kinda in a room like, 'Oh, let's try this,' or 'Oh, let's do that.' So really, it was a constant—even though it sounds like madness, it really wasn't as hard as people would assume."
  
• The jazz saxophonist Kamasi Washington assisted with string arrangements. Washington also played on To Pimp a Butterfly and arranged and conducted the string section on the Compton rapper's "Mortal Man."
• This track samples English rock/hip-hop artist Rat Boy's track "Knock Knock Knock", a song from his 2015 mixtape Neighbourhood Watch. Rat Boy can be heard rapping in a pitched-up sample. DJ Dahl recalled:
  
  "[The RAT BOY sample] was me because we had worked together on some stuff and he gave me some vocal stems."
• Frequent Lamar collaborator Sounwave, who co-produced the track, told GQ this song needed a lot of work: "It's one of the older songs we had and we couldn't get it right," he said. "We accidentally stumbled across it. We had the melody loop playing and we put the drums in reverse and it just stuck. It just felt right. So we kept that going. And then we bring in more drums at the end. It's just trying different things and hoping that it feels right."