Songfacts®:

• This song was debuted by Nicki Minaj during her performance at the November 9, 2014 MTV European Music Awards, where it was the last part of a medley that also featured her hits "Super Bass" and "Anaconda."
• The song features Skylar Grey on the hook. The singer-songwriter is no stranger to collaborations with rappers, having crooned on Dr Dre's "I Need a Doctor," Lupe Fiasco's "Words I Never Said" on T.I.'s "New National Anthem." She also wrote the chorus for Eminem and Rihanna's "Love The Way You Lie."
• This finds Minaj rapping about a man, who was inattentive in their relationship and took advantage of her. It originated from Grey's demo, which the Queens MC picked up and added her own verses. "I don't know who actually played it for her initially, or the beginning of the song, but she somehow got it in her hands and finished it," Grey told Billboard magazine. "It's really great. She kind of poured her heart out on the verses. I personally think as a fan it's a nice contrast to her other singles on the record. You get to see another side of her."
• It sounds like Minaj is addressing on the song Safaree "Scaff Beezy" Samuels, her rumored ex-boyfriend for over ten years. The pair allegedly went their separate ways in the summer of 2014 after a heated argument, which resulted in the Queens MC wrecking his Mercedes-Benz.
• An all-red Nicki Minaj performed this song on the December 6, 2014 episode of Saturday Night Live with Skylar Grey. The rapper also delivered a medley of "All Things Go" and "Only," as well as featuring in several comedy sketches, which included an impersonation of Beyoncé.