“It’s just two, three chords that just kind of grab your soul and don’t let go”: How Eminem made the ultimate motivational anthem

Lose Yourself
(Image credit: YouTube/VEVO)

At the outset of Eminem’s Lose Yourself, a question is posed which would stir millions of listeners around the globe to contemplate whether they - if given the chance - could be brave enough to reach upwards and fight for something better…

If you had one shot or one opportunity
To seize everything you ever wanted in one moment
Would you capture it or just let it slip?

Here was worldwide rap superstar Eminem, then held in notoriety by some for his incendiary, parental advisory-emblazoned brand of rap, delivering something less likely to trigger outrage.

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Even the skeptical middle class parents of his legions of of young fans could, on some level, relate to Marshall’s question.

They probably wouldn’t have liked to admit it though…

And the rock faction - formerly dismissive of Eminem back in those mono-cultural days when competition for alternative dominance was high - had their ears pricked by the track too.

Led by a tension-stoking, palm-muted electric guitar motif and launching into a headrush of energy, fans of nu-metal were transfixed by Lose Yourself. This wasn't like any Eminem track they had ever heard before.

Lose Yourself would become a global mega-hit for Eminem in 2002, and the key track from the soundtrack to the rapper’s acting debut, 8 Mile.

The track served as a window on the inner mental state of its central character, Jimmy ‘B-Rabbit’ Smith Jr (who Eminem portrayed in the film). It caches him preparing himself for the live rap battle that could change his fortunes forever.

It’s a narrative that was easy for Eminem to relate to, being largely sketched on his own lived experiences of making a name for himself in his native Detroit, back when he was still just Marshall Mathers.

“I always felt that if I was going to do a movie, I wanted it to be authentic,” Eminem told the BBC at the time of release. “I don't read much, but as soon as I got this script and started reading a few pages, I went: ‘This is something I want to do’.”

Rabbit’s drive to escape from a depressing life in poverty via gaining respect in the local rap scene was analogous to young Marshall’s own ambitions. The titular 8 Mile being a reference to a stretch of road that marked the divide between working class white families and working class black families in both Rabbit and Eminem’s home city of Detroit.

Eminem performs live

8 Mile's themes resonated with Eminem; "No matter where you come from, you can break out of that. If your mentality is right, if your drive is right, you can break out of that cycle” (Image credit: Michael Caulfield Archive/WireImage/Getty Images)

“Really both sides had the same income but when I was coming up, it was literally black on one side and white on the other side and me growing up on both sides. It was interesting to see,” Eminem relayed to the BBC. “This movie literally took me back to that time and to that place, stripped me of all ego, before I was Eminem, before I was anybody.”

As the star (and inspiration) of the Curtis Hansen-directed film, Eminem was expected to bring a number of tracks to the table for the soundtrack.

Nobody though, could have expected Eminem to rustle up something that not only bottled the essence of the film so perfectly, but would soon be regarded as his most important, and most universally-known, track.

Working with longtime producer (and one half of the team that first discovered the young Marshall) Jeff Bass, the bones of the track were worked on for quite a while within Eminem’s studio mainstay of 54 Sound in Detroit, long before the film’s script had been delivered.

“We started Lose Yourself in September of ‘01, and it came out in ‘02. So it took about a year, back-and-forth, to complete,” Jeff told Billboard. “A lot of the music was completed but the vocals and the words weren’t 100 percent completed by that time. I’d say it took about a year to really develop that song.”

Opening with a slightly spooky piano part, the majority of the track is built around the coiled spring-like momentum of a palm-muted D power chord, played by Jeff on his Fender Stratocaster.

The rhythmic movement of the second note of the chord (from A to A# then to C and back) creates a dissonant tension in the three-part motif. This voice leading approach is a time-worn trick for psychologically creating an uncertain harmonic space, delaying the feeling of resolution. It's something Led Zeppelin also applied to the not entirely dissimilar Kashmir.

How does that feel? It's the musical equivalent of peering over a precipice or, in this case, preparing to stride out on stage and face the baying crowd…

Eminem at premiere

Eminem at the 8 Mile premiere in 2002 (Image credit: Jim Smeal/Ron Galella Collection via Getty Images)

Wedding this scratchy guitar motif to a 808-style pulse-like beat (likely programmed by Eminem on an Akai MPC3000) Lose Yourself grew into a powerhouse.

“The chunky guitar in the song, I think it goes really well with the drums that were done. It rolls in a way that’s very motivating,” Bass said to Billboard. “It’s not that it’s so difficult; it’s just two, three chords that just kind of grab your soul and don’t let go.”

Further instrumentation, including synthesised piano, choral parts and strings imparted a cinematic scope, and a feeling of importance, to proceedings.

On earlier iterations of the track Jeff also had heavier distorted guitars during the choruses. Eminem wasn’t a fan though, and they were ultimately taken out.

Despite being a pretty awesome piece of music even before the lyric was applied, Eminem was initially stumped when it came to getting the bars down. It would take the words of the Scott Silver-penned script for 8-Mile for it to eventually crystallise.

During the production of the film, Eminem - now fully enmeshed with the character of Rabbit - could be frequently found scribbling down lyrical fragments between takes.

To assist the rapper in channeling his inspired ideas straight to tape, his then production company manager Joel Martin had a mobile studio established. The mission: make Eminem’s notes into gold.

“We couldn’t get the analog machine [from 54 Sound] in the trailer, so we went full digital,” Martin told The Ringer. “Marshall would pop in and write and do lyrics and he would lay the s**t down in the trailer.”

Eminem

Eminem spent time between takes penning Lose Yourself's bars (Image credit: Jeff Kravitz/FilmMagic, Inc/Getty Images)

Lose Yourself’s first verse illuminated the apprehensive headspace of Rabbit. It would end up being regarded as one the sharpest lyrical depictions of how it actually feels to be nervous.

His palms are sweaty, knees weak, arms are heavy
There's vomit on his sweater already, mom's spaghetti
He's nervous, but on the surface, he looks calm and ready

By dint of the fact that he was ‘in character’ Eminem allowed himself to be vulnerable, revealing the self-doubting human underneath the superstar pomp. But beyond the autobiographical nature, it was a cogent and affecting expression of the physiology of anxiety that many fans would invariably relate to it.

As his lyric continued, the building intensity reached fever pitch before surging outwards. Eminem underlines why Rabbit is so fixated on this moment.

This could be it. The salvation that could finally lift him from a life of misery.

But he has to believe in himself…

Ope, there goes Rabbit, he choked, he's so mad
But he won't give up that easy, no, he won't have it
He knows his whole back's to these ropes, it don't matter
He's dope, he knows that, but he's broke, he's so stagnant

“The positive aspect of the movie is that no matter where you come from, you can break out of that. If your mentality is right, if your drive is right, you can break out of that cycle,” Eminem explained to the BBC. “The whole point of the movie is that it doesn't matter where you come from, you can break out of that.”

The infectious chorus spelled out the now-or-never objective of the song - and the core theme of the whole 8 Mile project.

Rabbit needs to grapple up the rope, and lift himself out from his current lot, metamorphosing into the champion that he knows he can be. But what if it goes wrong?

You better lose yourself in the music
The moment, you own it, you better never let it go
You only get one shot, do not miss your chance to blow
This opportunity comes once in a lifetime

The second verse then diverges. With perhaps a bit more lived self-reflection, Eminem accelerates forward in the narrative to find a very different version of Rabbit - and illustrates that age-old adage of ‘be careful what you wish for’.

Eminem

The awards came thick and fast after Lose Yourself was released (Image credit: Frank Micelotta/Getty Images)

Having now achieved the fame and adoration he craved, Rabbit finds that he’s grown distant from the things that once meant everything to him - most importantly, his daughter who he ‘barely knows’.

Fame then, is another trap - an inversion of the despair of poverty.

He realises too late that the adulation and ecstasy of fame is only an ephemeral thing. As sales (and female attention) begin to dwindle, this post-success Rabbit reflects on what he’s lost. Charles Dickens would have loved it.

The third verse balances the scales of both preceding verses. Regardless of the pitfalls, he is now committed to his course. The practical reality is, that things can’t go on the way they are:

All the pain inside amplified by the
Fact that I can't get by with my nine-to-
Five and I can't provide the right type of life for my family
Cause, man, these goddamn food stamps don't buy diapers

It’s a captivating lyric, delivered with authentic passion - and perfect rhythmic punctuation. It's a lyric Eminem invites you to feel.

It's essentially Eminem revealing his own origin story. From timid, beaten-down underdog to hyper-famous rap titan. Rap served as the exit door from the brutal hardships of real life.

"The vocal that ended up being the final vocal was the first take," mixer and engineer Steve King told Tape Op. "He tried to sing it a few other times, but just couldn't beat it because he had some kind of other energy. The emotion he put into that particular performance was awesome - we were all like, 'Oh my God!' That guy is super talented, brilliant."

Hearing the demo, Martin was similarly gobsmacked, “It was a combination of the script and Marshall’s actual tale,” Martin told The Ringer. “I was like, ‘What the f**k, are you kidding? How did you put that together?’

“It’s one of those moments - and it doesn’t happen very often, even though I was in the music business - where the hair stands up on the back of your neck,” 8 Mile’s executive producer Carol Fenelon recalled in The Ringer, remembering her feeling when she first heard the finished track;

“You just know that this is going to be a huge song.”

Eminem

(Image credit: Getty Images/Michel Linssen)

Fenelon was bang on the money. Lose Yourself fast became a global phenomenon when released on October 28th 2002.

With the film following closely on its heels the following month, the 8 Mile period saw Eminem extend his audience tenfold. The film's themes of class mobility and dogged perseverance underlined the cultural, liberating value of rap.

Some, who'd previously not paid any heed to Eminem, suddenly started listening.

Lose Yourself topped the US Billboard Charts for 12 weeks, and also reached number 1 in the UK and eighteen other countries. Being ostensibly a soundtrack song, the track was nominated and went on to win the Academy Award for Best Original Song in 2003 - it was the first rap song to do so. It also bagged Grammys for Best Rap Song and Best Rap Solo Performance the same year. Quite a haul.

24 years later, and Lose Yourself remains the motivational banger, and is frequently deployed at sporting events, for competitive feats of endurance, for geeing up a crowd before a keynote speech, or just as a backing for big night out preparations.

It’s one of those tracks that, despite its autobiographical nature, has now become bigger than Eminem himself.

The perennial pump-up tune, mark our words; people will still be psyching themselves up to Lose Yourself in decades to come.

Andy Price
Music-Making Editor

I'm Andy, the Music-Making Ed here at MusicRadar. My work explores the inner-workings of how music is made and frequently digs into the history and development of popular music.

Previously the editor of Computer Music, my career has included editing MusicTech magazine and website and writing about music-making and listening for a range of titles including NME, Classic Pop, Audio Media International, Guitar.com and Uncut.

When I'm not writing about music, I'm making it. I release tracks under the name ALP.

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