OVO Sound producer Boi-1da then created a instrumental that Drake decided to use for the song. Following that, he sent "Pound Cake" to Jay-Z, who wanted to use the song for his twelfth studio album Magna Carta Holy Grail.
However, Jay-Z gave the song back to Drake, so he could use it on Nothing Was the Same.
"Paris Morton" is the name of a model who Drake wrote the first "Paris Morton Music" about, which was an extended verse from his Rick Ross collaboration "Aston Martin Music". Leading up to the album's release, "Pound Cake" / "Paris Morton Music 2" was one of the most anticipated songs from Nothing Was the Same. It then leaked along with the rest of the album on September 15, 2013. Drake called the song a sequel, to his previous collaboration with Jay-Z "Light Up", which was featured on his debut album Thank Me Later. The song features them both rapping on the "Pound Cake" side of the song, with "Paris Morton Music 2" being a solo Drake track. Jay-Z's verse on "Pound Cake" has him referencing pop-culture and rapping in foreign languages. The "Paris Morton Music 2" section features Drake "proclaiming his once-in-a-generation greatness amid upscale-retail piano tinkling." The closing line of the song and album, is also the album's title "the tone is neither rueful nor celebratory as much as simply matter-of-fact." Wu-Tang Clan's "C.R.E.A.M." is sampled on "Pound Cake", where the chorus is chopped throughout the song. The song also features Jimmy Smith in the intro, vocals from Timbaland on the chorus, and Ellie Goulding from her song "Don't Say a Word." The track features a "smooth and mellow instrumental that remains steady, before a complete beat switch up at the four-minute mark". In "Pound Cake" Jay-Z says, "I've done made more millionaires than the lotto did/Dame made millions, Biggs made millions/ Ye made millions, Just made millions/Lyor made millions, Cam made millions".
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