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“DUCKWORTH.” is a street tale about how Anthony “Top Dawg” Tiffith had planned to rob a local KFC where Kendrick Lamar’s father, Ducky, was working. The robbery could have resulted in Ducky’s death, but his generosity caused Top Dawg to refrain from committing the robbery. This happened many years before Top Dawg would coincidentally sign a 15-year-old Kendrick to his label Top Dawg Entertainment. Duckworth is Kendrick’s legal surname.

On the song “​untitled 02 | 06.23.2014.”, Kendrick touches on his relationship with Top and how dangerous he can be:
“Me and Top is like a Kobe and Phil
A father figure fuck with him, you get killed
Fuck with me and he will kill you himself”

The producer, 9th Wonder, samples Ted Taylor’s 1978 song “Be Ever Wonderful” and Hiatus Kaiyote’s “Atari.”

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