reason is not being pimped by the industry through my celebrity.” In many ways, Kendrick was rejecting the very notion of fame, that because he had a little more money and greater recognition, he was supposed to submit to an industry—and a country—that would never have his best interest at heart. While he’d been grinding for twelve years to reach this moment, Kendrick still had challenges dealing with it.

Though, if To Pimp a Butterfly was going to be Kendrick’s most ambitious work, the path to completion would be the most challenging. He wanted a fresh live sound with real instrumentation, so the musicians being brought in had to be experts. Kendrick had one rule for himself and the players: Don’t limit yourself conceptually. “Just create,” he said, “[and] not let no type of boundary stop me from doing what I was doing.” Where he had the concept of good kid, m.A.A.d city several years before its release, it took two years of writing, revising, traveling, and scrapping ideas for To Pimp a Butterfly to materialize.

It had to be an L.A. record, with local players that captured the full breadth of the city’s jazz and funk scenes. That meant Terrace Martin, a producer and multi-instrumentalist with a deep affinity for those genres, had to be the go-to guy for this project. Terrace had been close to TDE’s orbit; he’d produced songs for Section.80 and good kid, m.A.A.d city, so the collective trusted him to bring the best musicians into the sessions. Terrace had graduated from Locke High School in South Los Angeles, a top-tier institution known for its world-class jazz program, helmed by Reggie Andrews, who in the 1960s and ’70s had been the bandleader of Reggie Andrews and the Fellowship, and a keyboardist for Karma, a soul, jazz, and funk group. Andrews was a legend, and he mentored some of the best jazz and funk musicians this world has ever seen: Terrace, bass virtuoso Stephen “Thundercat” Bruner, funk and soul vocalist Patrice Rushen, and tenor saxophonist Kamasi Washington. Terrace was a Cali guy who embodied the ethos of L.A. jazz: he was cool, unhurried, and incessantly creative. Like Kendrick, the art was paramount to Terrace; with each saxophone wail, modulated vocal and piano chord, the producer paid homage to the rich history of jazz in South Los Angeles. In the 1940s, Central Avenue became the epicenter of jazz in L.A., where local musicians Eric Dolphy and Charles Mingus cut their teeth in venues like the Downbeat, Club Alabam, and the Dunbar Hotel.

South L.A. has a rich, ancestral spirit that you feel as soon as you touch down. The souls of drummer Billy Higgins, tenor saxophonist Harold Land, pianist Horace Tapscott, and beatmaker Ras G loom heavily in the air, guiding your voyage through tiled concrete and black-owned businesses. The essence emanates from the World Stage, a performance art space co-owned by Higgins and Kamau Daáood, that once allowed up-and-coming musicians like Terrace and Kamasi to play. “Billy Higgins pretty much gave us a key,” says trombonist Ryan Porter, an L.A. native who was featured on To Pimp a Butterfly. “Me, Terrace, the Bruner brothers. I’m pretty sure that was everyone’s first gig. They put your name in the window, made you feel good. We were all teenagers, but as jazz musicians, it gave you a place to go.” Between riots, systemic racism, and police brutality, the city of L.A. had endured many cultural shifts over the years, but the Leimert Park neighborhood was a respite from all that. “It was kind of a cultural place where you just felt that harmony,” Porter says. “There’s people walking in dashikis. There’s brothers wanting to talk to you about books. There’s coffee shops where you can go, and barbershops where you can go and hear people talking about things in the conscious community and what’s happening in your area. These were jazz musicians doing that.”

Tapscott might have been the foremost purveyor of this: As leader of the Pan Afrikan People’s Arkestra in the 1960s and ’70s, the pianist, teacher, and activist made it his mission to bring jazz and other forms of black music to children in Los Angeles. He put students in his band and gave them their first chance to play in a professional group. Indirectly, a new generation of L.A. jazz musicians came from that movement in the seventies, which created artists like Ryan Porter, Terrace, Kamasi, and Thundercat. Some of their parents studied with icons like Tapscott and Higgins, and passed what they learned down to their children. Those same children brought that energy to their respective music and To Pimp a Butterfly as a whole.

Also in Leimert Park was an open mic called Project Blowed, where the city’s abstract lyricists convened every week to meet with like-minded wordsmiths to test new material or exude steam. It was a safe haven for esoteric poets like Aceyalone, Busdriver, and Myka 9; this wasn’t an open mic in the traditional sense, as the poets were somewhat left of center and eschewed the same ol’ gun-toting narratives deployed by street rappers. If you were performing at Project Blowed, you had to come with something lyrically dexterous. Whether directly or indirectly, Kendrick was a student of Project Blowed and its abstract lyricism; his creative aesthetic was more attuned to it than any other subset of L.A. underground rap. “Even if he wasn’t around that, Kendrick likely knew someone who was connected with it,” Porter says. “It was almost like a hip-hop support group. There was no way you could be in L.A. and not be affected by that vibe.”

From all this history came To Pimp a Butterfly: the unapologetic blackness of a Tapscott record, the hard bop of a Mingus classic, the frenetic swing of a Higgins track, the offbeat flow of Aceyalone and Myka 9. Rappers tend to make music to sound good in the car: the bass has to rattle the trunk and shake the windows to the point of near

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