Songfacts®:

• This was produced by Mike WiLL Made It. It was the first Nicki Minaj track to be helmed by the Atlanta beatmaker, though he did provide the instrumentation for the Queen Barb-featuring Rae Sremmurd song "Throw Sum Mo."
• Speaking to Complex magazine Mike WiLL Made It compared the cut to TLC's "Unpretty" "People aren't expecting what they are about to hear," the producer said. "That TLC song, 'Unpretty,' how that impacted all females... and they could relate to it. It's going to be every girl's favorite song."
• According to Minaj, Drake wanted to jump on the song when he first heard it as he loved it so much.
• Influenced by Enya, Minaj wrote the song all in one day sitting in her bed. She said: "Do you hear me singing under the rap? I channeled her there."
• Minaj told V Magazine that a couple of the tracks on The Pinkprint were heavily influenced by the Irish new-agey songstress. "One of my biggest [musical influences] is Enya," the rapper said. "There are two records early in the album where the airiness and the whimsicalness remind me of Enya, and I sort of crafted it thinking about her and the way her music makes me feel."
• A musician named Julius Johnson brought legal action against Minaj and her collaborators, claiming this song copied the beat from his 2011 song "onmysleeve."