It’s been 12 years since Kanye West released his sophomore album, Late Registration, a sleek and hit-filled project that solidified his status as a hip-hop all-star with a brilliant musical mind.

From the soulful “Gold Digger” (featuring Jamie Foxx) to the fanciful horns in “Touch the Sky,” it seemed Yeezy had the Midas touch. Plus, like he did on College Dropout, Mr. West showed off his vulnerabilities on tracks like the Patti LaBelle-assisted “Roses” and the emotionally-charged Mother’s Day anthem, “Hey Mama.”

Twelve years after the Jon Brion-aided project first broke through the music game with its live instrumentation and masterful samples.

1. ‘GOLD DIGGER’ WAS WRITTEN DURING ‘COLLEGE DROPOUT’
“Gold Digger” might be one of Late Registration’s biggest hits, but it was actually written during Kanye’s debut album recording sessions. “I wrote ‘Gold Digger’ before I wrote ‘Workout Plan,’ ‘Spaceships,’ or ‘Last Call,’” Yeezy told MTV News. “I wrote the first verse of ‘Gold Digger’ right after my accident and I just put it on that beat. If I said, ‘Cutie the bomb,’ you know it had to be an older rap.”

2. SHAWNNA PASSED ON ‘GOLD DIGGER’
Originally, “Gold Digger” was meant to be Shawnna’s. In fact, the lyrics in the chorus were crafted from a female perspective, according to Patrick “Plain Pat” Reynolds. “He did the beat at Ludacris’ house in Atlanta and he did it for Shawnna,” he told MTV. “She passed on it, actually. I’m not sure why.”

3. JON BRION’S FIRST FORAY INTO HIP-HOP
For his sophomore album, Kanye trusted esteemed producer Jon Brion, who had previously worked with Fiona Apple and scored Eternal Sunshine of the Spotless Mind. This was surprising to some, since Brion had no prior history with hip-hop. “On your sophomore record, that’s the ultimate time to not fuck with the formula, right?” he told MTV News. “And he gets me — a guy who has never made a hip-hop record in his life — and gives me half the reins? That is not an egomaniac.”

Brion was impressed by West’s work ethic so much that he showered him with praise afterwards. “There are colors and ideas that make [the album] different from average hip-hop, but Kanye is already different from the average hip-hop guy,” he explained. “He’s got this sense of pop record-making which is really solid, and he likes tracks with a lot of things going on in them — which is not necessarily common for hip-hop. He was already barking up that tree.”

4. JAY-Z’S FAVORITE SONG IS ‘WE MAJOR’
When Kanye West enlisted Nas for “We Major,” he knew it was an issue for JAY-Z, who knew he was involved in a long-running feud with Esco. However, Jigga didn’t seem to mind because he liked the collaboration so much. “‘We Major’ is JAY’s favorite song on the album,” Yeezy told MTV. “When something is so good, you can’t deny it. Let’s say JAY is like the stone statue that represents Roc-a-Fella, rap music, gangsta rap, a business mogul, and all that, when you hear the horns on ‘We Major’ and you hear the chorus and an original-form Nas, that can sometimes warm somebody’s heart, even JAY standing up in this position. G.O.O.D. Music can break through anything and maybe start to break down the wall between two of the greatest MCs that we have.”

5. ‘HEARD ‘EM SAY’ WAS MADE ON A PLANE
During a flight to Italy for the MTV European Music Awards, Kanye introduced himself to Maroon 5’s Adam Levine. With an iPod in his hand, he also approached him about creating a song on the spot. “He played me this record like, ‘Hey, I’ve got this record. Do you want to write a song together?’ On a plane,” Levine told Montreality. “I said, ‘Yeah, sure.’ And that was it. The next thing I knew we were in the studio making the record and it was that easy.”

6. ‘DRIVE SLOW’ WAS MADE THE DAY KANYE MET NAS
Levine wasn’t the only artist to make magic upon his first meeting with Yeezy. According to Saul Williams, Nas had a similar experience, but on land. “It’s the first time Nas ever met Kanye,” he told 247HH. “The first thing I remember was the fact that Nas was like, ‘It’s a pleasure to meet you.’ Kanye is like, ‘Yo, actually!’ There was a track that I think Nas had gotten from No I.D. or something that actually Kanye had done. He was like, ‘Actually, I’m on this album of yours. I did this track, actually, as a ghost producer.’ And then Kanye made this crazy speech about people naming their kids after them, like, ‘There are already little kids named Kanye and Nas and we need to do something to let people know that if they’re gonna carry that name, it comes with something.’ Nas, it was really funny, is looking at me like, ‘What is this guy talking about?’”

7. PAUL WALL ALMOST DIDN’T MAKE THE ‘DRIVE SLOW’ SESSION
While driving to the studio to record his verse on “Drive Slow,” Paul Wall was stopped by the police in what he thought was a prank. “Y’all gotta be ‘Punk’-ing me right now,” he told Rap-Up. “Telling me I’m about to go do a song with Kanye West and I’m getting pulled over by the police. I said, ‘Hell nah. This ain’t real.’ I cussed the police out thinking I was getting ‘Punk’d.’ I almost ain’t make it.” Paul eventually made the session and the rest is history.

8. ‘LATE REGISTRATION’ LEFT KANYE IN DEBT
Kanye has been open about his issues with debt throughout his career. After making Late Registration, he admitted that it led to some financial troubles. “I worked hard to get here,” he said (via MTV). “I put my love, I put my heart, I put my money [into Late Registration]. I’m $600,000 in the hole right now on that album.”

9. ‘CRACK MUSIC’ WAS MEANT FOR DIDDY
Before “Crack Music” became a Kanye West and Game collaboration, the song was meant to appear on Diddy’s Press Play LP. “Here’s a fun fact for you,” said Consequence. “Puff Daddy inspired ‘Crack Music’ from ‘Late Registration.” Diddy, apparently, co-signed this comment. “That right there is off of Press Play,” he said. “But you know I ain’t gonna lie, that was better for ‘Ye’s album. They hit that ‘Crack Music’ and that was woo. We making that field ni**a, shit, ni**a. We ain’t fuckin’ with none of them house ni**as. Shit is real chocolatey, real motherfuckin’ blue-black. We ain’t talking about race, we talking about music. That black soulful, black recession, broke, gut wrenching, motherfuckin’ make-a-baby, get-your-feet-swollen-up, dancing-on-the-dance-floor.”

10. THE ALBUM WAS WORKED ON UNTIL THE LAST MINUTE
Although Kanye couldn’t tinker with Late Registration the way he did with The Life of Pablo, he was able to work on it until the very last second. According to Plain Pat, that’s exactly what he did. “We had the mastering studio and the regular studio right next to each other,” Plain Pat told MTV. “We did that at Sony [studios in New York]. We were recording things and walking it over to master. We’d be going back and forth for a week straight up until we cut the final part. We made changes up until the end — that’s why a lot of the credits on the album are fucked up, because the artwork was done and we were making changes.”

–Andres Tardio