Songfacts®:

• This song finds Lamar lamenting the feelings of futility and hopelessness felt by black Americans and contextualizes his own success.
• The song was written by Lamar with bassist and vocalist Stephen "Thundercat" Bruner and Mono/Poly, who is an electronic music producer from Bakersfield, California.
  
  The track was originally titled "Blue Faces." Thundercat told Billboard magazine: "I remember 'Blue Faces' ["untitled 08"] -- that song that was like, mostly me and Mono/Poly -- was more from the beginning of me and him working together. We wrote it at the house and brought it to him. Overall, he mixed it up a bit, that's the best way to describe it. The old, and a bit of the new."
• A version with a different ending was performed by Lamar as "Untitled 2" on the January 7, 2016 episode of The Tonight Show Starring Jimmy Fallon.
• Part of the first verse was previously used for a sped-up, jacked-up remix to "Ain't That Funkin' Kinda Hard On You?" from Funkadelic's 2014 album First Ya Gotta Shake the Gate. Lamar and George Clinton also worked together on "Wesley's Theory", the opening song of Lamar's album To Pimp A Butterfly.