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The Marshall Mathers LP is the critically acclaimed third studio album by American rapper Eminem, released in 2000. The album sold more than 1.79 million copies in its first week just in the U.S., earning a spot in the Guinness Book of World Records as the fastest selling solo album ever. It has gone on to be certified 9x platinum by the RIAA in the United States, and has sold over 19 million units as of August 2009.

Often cited as Eminem's magnum opus, The Marshall Mathers LP is often regarded as one of the greatest hip-hop albums of all time, along with The Slim Shady LP and The Eminem Show being ranked so by magazines such as Rolling Stone, TIME, and XXL.



In the album's title, The Marshall Mathers LP is a more serious and personal album than his major-label debut, The Slim Shady LP, which predominantly featured his exaggerated Slim Shady persona. Much of the album is spent addressing his rise to fame and attacking those who criticized his first album. Other themes include his relationship with his family, most notably his mother and Kim Mathers, his former wife.

Lyrical content

The Marshall Mathers LP was released in both clean and explicit versions. However, some lyrics of the album are censored even on its explicit version, making it an extremely explicit album. Some songs are censored because of events surrounding the albums release. These include the lines "I take seven [kids] from [Columbine], stand 'em all in line" from "I'm Back", "Which is it bitch, Mrs. Briggs or Ms. Mathers? It doesn't matter [your attorney Fred Gibson's a] faggot!" from "Marshall Mathers", "There's a [four] year old little [boy] layin dead with a slit throat" from "Kim". The song, by itself, uses profanity 29 times.

Unlike Eminem's debut, The Slim Shady LP, The Marshall Mathers LP is more introspective in its lyrics and less of the Slim Shady persona. Eminem's lyrical topics range from the controversy surrounding his lyrics to the Columbine High School massacremarker. Most songs cover Eminem's childhood struggles and family issues, involving his mother ("Kill You", "Marshall Mathers"), the relationship struggles with his wife ("Kim"), his struggles with his superstardom and expectations ("Stan","I'm Back"), his return and effect on the music industry ("Remember Me?", "Bitch Please II"), his drug use ("Under the Influence", "Drug Ballad"), his effect on the American youth and society ("The Way I Am") ("Who Knew"), and simply comical violence ("Criminal"). Throughout the entire album, the listener is presented with a mix of dark themes, controversy, and life stories. Despite the large amount of controversy regarding the lyrics, the lyrics on the album were overwhelmingly well-received among critics and the hip-hop community, many praising Eminem's verbal energy and lyrical rhyme patterns.

The clean version of the album is only slightly censored, as it leaves "ass", "bitch", and "Goddamn" uncensored. The reason this is even called a clean version in the first place is because those three words are allowed on television. The only censored profanities are the seven dirty words, and a few other obviously inappropriate words, such as "dick", "clitoris", and more, which are normally either backmasked or blanked. However, the line from "The Real Slim Shady", "fuck him and fuck you too" was bleeped out as a reference/joke on television censorship. The only content significantly edited were offensive and violent parts that were aimed at police, prostitutes, pop groups, women, gays, and schools such as Columbinemarker, and even the names of guns were censored out, along with the sound effects of guns firing bullets is completely cut (in response to the recent Columbine massacre). Explicit drug content and alcohol references are also removed. On many copies, the 25-second "Public Service Announcement" is shortened to just two seconds of silence. On other copies though, the track is still left fully intact. On the clean version, the song "Kim" was removed because of the violent messages aimed at his wife and was replaced with "The Kids".

The Marshall Mathers LP contains four references to Eminem's feud with Insane Clown Posse: A skit entitled "Ken Kaniff" parodies the group members Shaggy 2 Dope and Violent J performing fellatio on Eminem's recurring character Ken Kaniff, while in the song "Marshall Mathers" Eminem raps "I was put here to put fear in faggots who spray Faygo Root Beer and call themselves "clowns" cause they look queer/Faggot 2 Dope and Silent Gay/claimin' Detroitmarker, when y'all live twenty miles away...", as well as "Slim Anus/You damn right Slim ain't us/I don't get fucked in mine like you two little flamin' faggots", another line from "Marshall Mathers" referencing ICP's parody of "My Name Is" entitled "Slim Anus".

The album contains various lyric samples and references. It features a number of lines mimicking songs from Eric B. & Rakim's album Paid in Full. The chorus to "The Way I Am" resembles lines from the song "As the Rhyme Goes On", and the first two lines from the third verse of "I'm Back" are based on lines from "My Melody". In "Marshall Mathers", Eminem parodies the song "Summer Girls" by LFO when he says "New Kids on the Block sucked a lotta dick, boy-girl groups make me sick" singing the same melody of the "Summer Girls", when the original line is "New Kids on the Block had a bunch of hits, Chinese food makes me sick".


Much of the first half of the album is produced by Dr. Dre and Mel-Man, who typically employ sparse, stripped-down beats, allowing Eminem's rapping to take center-stage. F.B.T. Productions and Eminem produced most of the second half, which ranges from the laid-back guitars of "Marshall Mathers" to the gritty atmosphere of "Amityville." The only outside producer on the album is The 45 King, who sample the chorus of Dido's song "Thank You" for "Stan", while adding a slow bass line.

Reception and controversy

During the first week of sales, the album sold 1.7 million copies, becoming the fastest-selling rap album in history, more than doubling the previous record held by Snoop Dogg's 1993 debut Doggystyle, and topping Britney Spears' record for highest one-week sales by any solo artist. The Marshall Mathers LP is still Eminem's best-selling album. It finished out the year 2000 as the second highest selling album of the year with over 7.9 million sold. To date, the album has sold more than 10 million copies in the U.S. according to Nielsen Soundscan.

On October 26, 2000, Eminem was to perform at a concert in Toronto's Skydomemarker. However, Ontariomarker Attorney General Jim Flaherty argued that Canada should stop Eminem at the border. "I personally don't want anyone coming to Canada who will come here and advocate violence against women," he said. Flaherty claims to have been "disgusted" when reading transcriptions of Eminem's song "Kill You", which includes lines like "Slut, you think I won't choke no whore/till the vocal cords don't work in her throat no more?" The opinion of the general public to the requests made by the province were negative. Eugenia Lopes, an 18-year old who held concert tickets, said "If you're going to blame music, you also have to blame movies. You can't just blame one source." Others said the issue was one of free speech. Liberal MPP Michael Bryant suggested that the government lay hate crime charges against Eminem for the advocation of violence against women found in his lyrics. In a Globe and Mail editorial, author Robert Everett-Green wrote, "Being offensive is Eminem's job description." Eminem's Toronto concert went on as planned that night.

Protests against the album's content reached a climax when it was nominated for four Grammy Awards in 2001 including Album of the Year, marking the first time a hardcore rap album was ever nominated in this category. At the ceremony, Eminem performed "Stan" in a duet with openly gay artist Elton John playing piano and singing the chorus, as a response to claims by GLAAD and others who claimed his lyrics were homophobic. GLAAD did not change its position, however, and spoke out against Elton John's decision. Despite significant protests and debate, The Marshall Mathers LP went on to win Best Rap Album, but lost to Steely Dan's comeback album Two Against Nature for Album of the Year.

Despite the controversy surrounding the album and its commercial success, initial critical response to The Marshall Mathers LP was positive. At Metacritic, which assigns a normalized rating out of 100 to reviews from mainstream critics, the album has received an average score of 80, based on 20 reviews. Critic and writer Robert Christgau from Village Voice applauded the album and declared it "a work of art whose immense entertainment value in no way compromises its intimations of a pathology that's both personal and political." Christgau also acknowledged Eminem as exceptionally witty, musical, discernibly thoughtful, and good-hearted. Allmusic called the album fairly brilliant and noted its production for its liquid basslines, slight sound effects, and spacious soundscapes. NME gave the album a 9 out of 10 rating and described it as a "[g]ruelling assault course of lyrical genius". Entertainment Weekly commended the album for its diversity, calling it "indefensible and critic-proof, hypocritical and heartbreaking, unlistenable and undeniable" and "the first great pop record of the 21st century". Online music magazine Pitchfork placed The Marshall Mathers LP at number 119 on their list of top 200 albums of the 2000s.

In 2002, French jazz pianist Jacques Loussier filed a $10 million lawsuit against Eminem, claiming the beat for "Kill You" was stolen from his song.


"The Real Slim Shady"

"The Real Slim Shady" was the first single released from The Marshall Mathers LP. The song is a critique of pop songs that were being churned out at the time, parodying these songs by including features of a typical pop song, such as a repetitive chorus.

The song was a hit, becoming Eminem's first chart topper in some countries, and garnering much attention for insulting various celebrities. The chorus is about the sudden fashion changes and other changes in the media and pop culture caused by Eminem's success: "I'm Slim Shady, yes I'm the real Shady/All you other Slim Shadys are just imitating/So won't the real Slim Shady please stand up, please stand up, please stand up?" The chorus echoes the tagline of the classic TV quiz show To Tell the Truth. (The TV show's signature phrase is "Will the real ___________ please stand up?")

"The Way I Am"

"The Way I Am" was released as the second single from The Marshall Mathers LP. "The Way I Am" features a much darker sound and much deeper subject matter than the album's lead single, "The Real Slim Shady."

It features the first beat Eminem produced on his own, featuring an ominous bassline, a piano loop, and chimes. In the song, Eminem lashes out at people he feels are putting too much pressure on him, including overzealous fans and record executives expecting him to top the success of his hit single "My Name Is". He also shares thoughts on the Columbine school shootingmarker. Marilyn Manson is mentioned in the song in the lines: "And they blame it on Marilyn/And the heroin/Where were the parents at?/And look where it's at/Middle America, now it's a tragedy/Now it's so sad to see/An upper-class city/having this happening." The video features Marilyn Manson with the word "WAR" scrawled on his stomach. The two later toured together performing the song at their own concerts, and often making appearances on stage even when not singing the song.

During the chorus, Eminem questions his identity in the face of massive amounts of attention from millions of strangers. While his previous album, The Slim Shady LP, was somewhat more cartoonish than this album, and he rapped therein as a distinct character who goes by Slim Shady, his critics believed that Eminem, Marshall Mathers, and Slim Shady were identical. Similar to other musicians and artists who lost their identity in some fictional construct (David Bowie, Alice Cooper), Eminem expresses his doubts about who he has become.


"Stan" was the third single released from The Marshall Mathers LP. It peaked at number one in the United Kingdom and Australia. The song is perhaps Eminem's most critically acclaimed song and has been called a 'cultural milestone'. "Stan" is a story of a fan who is obsessed with Eminem and writes to him but doesn't receive a reply. Stan drives his car off a bridge with his pregnant girlfriend in the trunk. The first three verses are delivered by Stan, the first two in letter form and the third being spoken as he is about to drive off a bridge and is recording a cassette with the intent (but, he realizes too late, not the means) to send it to Eminem. The song makes heavy use of sound effects, with rain and thunder heard in the background, as well as pencil scratchings during the first two verses, and then as Stan drives off the bridge, listeners hear tires screeching and a crashing sound, followed by a splash of water, in a style similar to the 1964 songs "Dead Man's Curve" and "Leader of the Pack". The fourth verse is Eminem responding to Stan, only realizing at the last second that he has heard about Stan's death on the news as he was writing to him.

The song can also be interpreted as a reply at Eminem's critics, who accuse him of promoting drugs and violence, because it creates a scenario that clearly shows that his rap lyrics are not meant to be taken seriously, "what's this shit you said about you like to cut your wrists too? I say that shit just clownin dogg, c'mon - how fucked up is you?"

The song was produced by The 45 King and samples the first couple of lines of "Thank You" by Dido as the chorus.

"Stan" has been listed by many as one of the greatest hip-hop songs of all time. It was ranked #3 on a list of the greatest rap songs in history by Q magazine, and came in 10th in a similar survey conducted by Rolling Stone's list of the 500 Greatest Songs of All Time ranked it #290. It also ranked #45 on the 100 Greatest Rap Songs in addition to being declared the 222nd best song of all time by

Track listing

All songs written by Eminem.

Samples and notes
  • The chorus of "Stan" is sampled from "Thank You" as performed by Dido.
  • "Steve Berman" contains a sample from "What's the Difference" by Dr. Dre
  • "Under the Influence" contains a sample from "Give In To Me" by Michael Jackson.
  • "Drug Ballad" is titled just by "Ballad" on the regular version of the album where he encourages drinking and suicide rates to go up. Although Dina Rae sings some parts in this song, she is not credited in the track listing, although she is mentioned in the album's liner notes.
  • On the clean album version, "Amityville" is 13–14 seconds shorter than the explicit version.
  • The cover of both the censored and the uncensored album refer to this track as "B**** Please II".
  • "Kim" is replaced by the song "The Kids" on the censored version of the album.
  • "Kill You" is listed as "**** You" on the censored version of the album
  • "Public Service Announcement 2000" is replaced by 2 seconds of silence on the censored version of the album.

Chart certifications

Chart Country Provider(s) Peak

Certification Sales/shipments
Argentina Albums Chart Argentina CAPIF Gold 20,000
Australian Albums Chart Australia ARIA 1 4× Platinum 280,000
Austrian Albums Chart Austria IFPI Austria 1 Platinum 30,000+
Belgium Wallonia Albums Chart Belgium IFPI Belgium 1 2× Platinum 60,000
Brazil ABPD Gold
Canadian Albums Chart Canada CRIA 1 8× Platinum 800,000+
Dutch Albums Chart Netherlands NVPI Platinum 70,000+
European Top 100 Albums Europe IFPI 1 6× Platinum 6,000,000+
Finnish Albums Chart Finland GLF 1 Platinum 40,000+
French Albums Chart France Disque En France 1 2× Platinum 400,000+
German Albums Chart Germany IFPI Germany 3 2× Platinum 400,000+
Hungarian Albums Chart Hungary Mahasz Gold 7,500
Japan Oricon Album Chart Japan RIAJ Gold 100,000+
Mexican Albums Chart Mexico AMPROFON Platinum 150,000+
New Zealand Albums Chart New Zealand RIANZ 1 5× Platinum 75,000
Norwegian Albums Chart Norway IFPI Norway 2× Platinum 60,000+
Swedish Albums Chart Sweden IFPI Sweden 2 2× Platinum 80,000+
Swiss Albums Charts Switzerland IFPI Switzerland 2 4× Platinum 120,000+
UK Albums Chart United Kingdom BPI 1 5× Platinum 1,500,000
Billboard 200 United States RIAA 1 9× Platinum 10,180,399+


  • In 2003, the album was ranked number 302 on Rolling Stone magazine's list of the 500 greatest albums of all time. In its book format, the album was moved up to #298.
  • In 2006, the album was chosen by TIME magazine as one of the 100 greatest albums of all time.
  • In 2007, it was picked as one of the "10 Must Have Albums" by Famoso Magazine.
  • IGN placed the album at number 24 on their 2004 list of the greatest rap albums in history.
  • Digital Dream Door listed the album as the 19th greatest rap album of all time.
  • In 2005, Pitchfork Media and Stylus Magazine named the album #93 and #24, respectively, in their list of the best albums released between 2000 and 2004.
  • It was the highest ranked rap album on the National Association of Recording Merchandisers & the Rock and Roll Hall of Famemarker's list of the 200 greatest albums of all time at number 28.
  • In 2006, Q magazine ranked the album #85 on a list of the greatest albums of all time, the highest position held by any rap album on the list.
  • In 2007, Q magazine named it one of the three best and most essential hip hop/rap CDs of all time. The other two were Public Enemy's It Takes a Nation of Millions to Hold Us Back and Wu-Tang Clan's Enter the Wu-Tang .
  • It is one of the few albums ever to receive the top ranking of "XXL" from XXL Magazine. It was Eminem's first album to be rated by the magazine.
  • It was named the fourth greatest Music Album of 2000's by Complex Magazine .


  • Engineering: Rick Behrens, Mike Butler, Chris Conway, Rob Ebeling, Michelle Lynn Forbes, Steven King, Aaron Lepley, James McCrone, Akane Nakamura, Lance Pierre
  • Production: Dr. Dre, DJ Mark the 45 King, Eminem, F.B.T.
  • Production coordination: Larry Chatman, Joe Martin, Les Scurry, Kirdis Tucker
  • Mixing: Chris Conway, Rick Behrens, Mike Butler, Dr. Dre, Rob Ebeling, Eminem, Michelle Lynn Forbes, Akane Nakamura
  • Art direction and design: Jason Noto



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