“We Knew This Was Going to Be a Tough Listen”: Sounwave On the Making of Kendrick Lamar’s Mr. Morale & The Big Steppers

The rapper’s longtime producer breaks down how they created Kendrick’s most daring album yet.

Sounwave.

Sounwave.Courtesy of Parsons.

It’s been more than two months since Kendrick Lamar’s fifth studio album, Mr. Morale & The Big Steppers, was released to the public. But on a recent afternoon, the rapper’s longtime producer, Mark “Sounwave” Spears, is more than eager to dive right back in. It’s the first time anyone from Lamar’s camp has spoken at length on the project. Such silence has left many to wonder how Lamar and company feel about its reception. Because despite it being generally positively reviewed, without any standout singles to anchor the project, it was undoubtedly the Pulitzer Prize-winning emcee’s most divisive effort yet.

“We knew this album was going to be a tough listen,” Sounwave admits of a double LP that’s at times untidy, provokes and needles the listener, and forces one’s ear to pay an exacting level of attention to precisely what Lamar is saying.

As Sounwave explains, it was also the toughest one for him to work on, and, ultimately, complete. Because, as he admits in a candid conversation with GQ, Mr. Morale, paired with the isolation he felt during the pandemic, put him through an ordeal like never before. “It was beyond rough,” Sounwave says of the past few years. “But now we’re back in the swing of things.”

GQ: Last time we spoke, around the release of DAMN., you mentioned how you and Kendrick have a routine of not declaring an album finished until you listen to it on a car ride. I have to assume that happened again for Mr. Morale & The Big Steppers?

That is never going to change. I remember about a week before the album was coming out—the dates were locked in—I looked at Kendrick and I said, “You know it’s not going to come out unless we take this car ride.” And he was like “Yup.” And so we both drove our separate ways. And it’s always this emotion that you have to have. Well, for me at least. I have to feel this overwhelming feeling of “Wow, this it. It’s completed.” And if I don’t have that, I’m going to immediately call him up and say, “It’s not ready.” Usually, we are so linked to where if I don’t think it’s ready, he’ll be like “I’m 10 steps ahead of you. I’m changing this, this and this.” And fortunately enough, that last car ride, it was ready.

For DAMN., you had producers and artists sleeping in the studio. Did you do more work remotely this go-round, due to COVID?

You wanna jump right in? Let’s jump right in. This was the toughest and longest creative process for me. We didn’t necessarily have everyone come to us; we traveled. The first portion of the album—or the first brainstorming of the album—happened in London. We just took a couple of us—I think it was me, DJ Dahi, Baby Keem, Bekon—and we just created for a week in London, just to get out of our element and try something new. And in that session, I think, this is probably early 2019, only one song made it. But at that moment, we felt we had the full album, the core of the album done. But because of how life works, that was not the situation [laughs]. The only song that made it from that session was “Father Time.” And that’s because we had an amazing session with Sampha. He pulled up and that song was just so undeniable that it was the only one that slid through the cracks of everything else. So yeah, we traveled here and there, but when it came down to locking everything in, we always have to find that natural place that we’re all comfortable, and just lock in and iron out all the edges.

There was a heavy dose of live instrumentation on this album.

It didn’t start off that way. The more life happened, the more it became cut down to a point where a lot of what you heard lyrically from Kendrick was all done from pianos. Just piano riffs either from me or J Pounds or Bekon. It’s just literally a feeling that you get when you hear pianos. That’s why when you listen to this album, 98 percent of the song is going to have a piano in there. Literally the piano plays a very important part in the sonics of this. It has its own meaning to this album. And strings too. Strings and pianos, to me, you can’t go wrong. I had the task of creating a world that this artist is living in. And this world, for me at least, was a person stripped down of everything, locked into a white room with just their thoughts and a piano. And it is up to me to manipulate the piano enough to where you don’t get bored of it and you aren’t just going crazy hearing the same notes.

There are exceptions like “Die Hard” or “Purple Hearts,” or even “N95” and “Silent Hill,” but overall Mr. Morale is almost anti-pop.

It’s not like we go in saying “We want to do the exact opposite of what the world is doing.” We just go to wherever the music is taking us. And at that moment, the music took us to that world. I hear what you’re saying—it’s not a poppy album. It’s not like you listen to it and you’re like “That’s the single!” But that’s not why we make music. We make music based on how we’re feeling. And that’s what came out.

Talk to me about creating the sonic template or, rather, the world that an artist can live in when working on a project. Is that process different with someone like Kendrick who you know so incredibly well?

It’s always going to be different with every artist, but Kendrick, he’s very specific. He knows what he wants and even when he don’t know what he wants, he knows what he wants, if that makes sense. Comparing him to anybody else is night and day. We lock in and for weeks just create ideas. And maybe nothing comes from it or maybe a whole album comes from it. Like I said, this is probably one of the toughest creative processes imaginable creating this album. We went through so much: starting in early 2019 we lost Nipsey, and then less than a year later we lost Kobe. For me, creatively, that hurts. It took a lot out of me. And then a few months later, what happens? We get locked down. Pandemic. So I’m taking that as, “Okay, it’s time for me to actually create.” And that’s when I learned a lot about myself. I learned that, “Hey, I can’t create in one confined place. I need to do something to get out of this situation.” It got to the point where I was almost ready to give up music. Not going to lie to you. I was that lost and that down ‘cause there was nobody dropping music and nothing coming out to inspire you. So I took on the A&R role at that point. I A&R’ed Baby Keem’s The Melodic Blue. I A&R’ed the majority of what you hear on Kendrick’s album. The little things that I can do just to stay alive and keep my hope alive in music, that’s what I was attempting to do. I want to say it wasn’t until. like, maybe May of 2021 when I was finally able to snap out of it and that’s when I put the gears into motion. And that’s when Kendrick’s album was basically created and completed.

May of 2021. That’s when people started coming out of hiding. I take it then the pandemic was quite the rough experience for you?

It was beyond rough. Like I said, I was wondering “Is this it for me musically?” Do I just become an A&R and get a desk job? I literally thought about doing that, and there’s nothing wrong with that. But I never pictured my life going that way. Even when I was 100 years old I wanted to still be producing. So that was probably the toughest year of my life.

What was it that got you refocused?

It was a mixture of a lot of things. The main thing was I took a much-needed trip when things opened up a little. An Airbnb opened up in Joshua Tree, which I’d never been to. And I dunno, just being out there for the first time ever and looking up and seeing the stars…. when you’re in LA, it’s like if you’re lucky you can see Orion’s Belt on a clear day. But just look up in the middle of the night at Joshua Tree and see how big this galaxy is, it just makes your problems look so small. “Why am I complaining about anything?” That kind of opened me up and put me back in tune with the universe again. It unlocked everything. All my creative processes were able to come back.

It doesn’t surprise me that you going through this personal ordeal helped create this Kendrick album–—at times it resembles a therapy session.

I completely agree. For me, I’m a perfectionist. So that whole 2020 of me locked in, making music with just me and my thoughts, I hated everything. “This is terrible. Nobody will ever like this. Who would ever sing on a song like this?” I didn’t have that one person to be like, “No, this is good!” I missed that. I didn’t realize that. And Kendrick is king of that. Even if it’s something terrible, he can hear something small in there and flip that to where it actually makes sense. A lot of our songs in the past came from that. When you take that element out, you get lost in your head where you kind of go mad.

Sounwave.Courtesy of Parsons.

There are a lot of songs on the album with multiple beats and, dare I say, an overall messiness that keeps things slightly off-kilter.

That’s actually one of the funnest things for me. I pride myself on being able to take myself out of the bubble and just listen to it as a fan. If I’m listening to a song and I find myself drifting at a certain moment, I’m like. “Okay, that’s the part where I have to do something completely different right here.” So if you hear changes or inserts in the music, that’s specifically me finding moments to snap you right back.

It’s almost like manipulating a listener’s ear.

I don’t like the word manipulate. I would say it’s more rejuvenating. Give it that extra boost—“Oh, I didn’t expect that to happen.” It shocks you for a second and brings you back. Especially on an album like this where there’s just so much to digest; you kind of need to keep people’s attention span there.

Though I wonder if at times part of your role as a producer is to clean up any messiness?

It’s one of the roles, for sure. There’s a few songs that probably got cut because of me. ‘Cause I felt like, “This doesn’t need to be there because it doesn’t add to anything or it doesn’t take away from anything. It’s just there.” I want everything to make sense. If it don’t make sense or it’s just dead space or it’s just there because it looks good for a second, I have to be that guy that’s keeping it 100: “Why does this need to be there?” If someone has good reasoning, then I’m all for it. But you always need people around that actually express their opinion. There’s no yes-men in our circle.

The guests on this album were very tailored to each song—from Sampha and Ghostface Killah to Beth Gibbons of Portishead.

It was always super-specific. Especially when it comes to someone who can add or enhance the message that Kendrick is trying to portray. A lot of times it’s just people he highly respects, as do I. It’s easy to be like, every album has to have my favorite people on it. But you gotta kinda hold back and save those moments. This time, we created songs that were great for Ghostface. We love Ghostface. We’re both huge Wu-Tang fans. Same with Beth. Portishead was my life coming up as a kid. Finding that for the first time just blew my mind. So to actually have a song with her, it’s just like, “What more could I ask for?” For her to actually understand where we were coming from and be thrilled to be a part of it…

I have to ask about one song in particular, “We Cry Together.” You aren’t credited as a producer on it but what can you share about how that one came to life?

I’ve had family members call me and be like “You must have been looking into my bedroom!” I’m like “I don’t know what to tell you. This is all strictly through the genius mind of Kendrick.” This is probably one of the earlier songs. Alchemist sent that beat and Kendrick always had it in the tuck and I asked him what he was doing with it and he’s like “I don’t know yet.” And I just remember one day, it was probably 2019, where he just had this scratch idea of a couple arguing. He didn’t have all the words down—he just had the male’s verse and then mumbles of the lady’s part. I come in one day and he had pitched his voice up to sound like a girl and he was literally arguing with himself. I remember my mouth just dropped—“Do we drop it like this with just your voice?” He was like “Nah, we’ve gotta find someone who can actually nail this moment.” And that was a long process too. Who can give this kind of emotion but also act it out the way that it’s supposed to feel? And that’s how we landed on [Taylour] Paige. I remember Dave Free bringing the idea of Paige. We all lit up. “Let’s give it a shot!” She came in, instantly added her two cents to it, added everything you hear now. She almost one-taked it! That was one of the songs that we knew was staying, for sure. That was one of the songs that held on. That and “Father Time.”

Those two songs couldn’t be more different. I can’t even imagine if you had any idea where this project was going at that time.

Right?! We usually are painting on a canvas and shift things around, but because of COVID the paint that we usually shift around just dried up to the point where we were stuck for a while. “What are we doing with this paint? What’s going on?” Eventually, once we got out of our funk, everything began to shape up.

I don’t expect you to speak on behalf of Kendrick, but I’m really curious about this idea people have presented that he was almost rejecting his position of authority on this album. Is that a specific conversation you two ever had?

I don’t think we ever had those conversations because our relationship is to the point where I know how he feels. It’s very rare that he would do a song where I’m like, “Oh, I had no idea you felt that way.” Cause if you be around somebody so much in normal conversation, you get a sense of how this person is feeling. So I never had that full-blown conversation. It’s probably a conversation you’d have to have with Kendrick.

You’ve worked with everyone from Beyonce to Taylor Swift and Thundercat. How do you decide when you’re compelled enough to move forward with a project?

It’s just literally energy. That’s the main thing. And if we have the same goals of shifting moments in the genre itself. I just need something that pushes me outside of the box and outside of my comfort zone. If you’ve got something that’s good but it’s strictly made for this one thing, I’m probably not going to be like “Hey, let’s do a full album!” I have to have some sort of connection to it where I’m like “Oh, I see what you’re on. You’re actually trying to go there.” Once I see that, I’m excited and locked in. I’m all in.

Are there examples of projects you’ve done where you got that exact feeling?

There’s a few up and coming now that I can’t speak on just yet. There’s a few projects I’m working on that gave me that feeling immediately. 2022 is gonna be a lot of stuff coming out—I’ve been working. Just know that. There’s a few NDA’s here and there (laughs).

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