Guilty Conscience
Lyrics Eminem

Featuring: Dr. Dre

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[sound of static]

[Announcer]
Meet Eddie, twenty-three years old.
Fed up with life and the way things are going,
he decides to rob a liquor store.
("I can't take this no more, I can't take it no more homes")
But on his way in, he has a sudden change of heart.
And suddenly, his conscience comes into play...
("Sh*t is mine, I gotta do this.. gotta do this")

[Dr. Dre]
Alright, stop! (Huh?)
Now before you walk in the door of this liquor store
and try to get money out the drawer
You better think of the consequence (But who are you?)
I'm your motherf*ckin conscience

[Eminem]
That's nonsense!
Go in and gaffle the money and run to one of your aunt's cribs
And borrow a damn dress, and one of her blonde wigs
Tell her you need a place to stay
You'll be safe for days if you shave your legs with Renee's razor blade

[Dr. Dre]
Yeah but if it all goes through like it's supposed to
The whole neighborhood knows you and they'll expose you
Think about it before you walk in the door first
Look at the store clerk, she's older than George Burns

[Eminem]
F*ck that! Do that sh*t! Shoot that b*tch!
Can you afford to blow this sh*t? Are you that rich?
Why you give a f*ck if she dies? Are you that b*tch?
Do you really think she gives a f*ck if you have kids?

[Dr. Dre]
Man, don't do it, it's not worth it to risk it! (You're right!)
Not over this sh*t (Stop!) Drop the biscuit (I will!)
Don't even listen to Slim yo, he's bad for you
(You know what Dre? I don't like your attitude..)

[sound of static]

("It's alright c'mon, just come in here for a minute")
("Mmm, I don't know!")
("Look baby..")
("Damn!")
("Yo, it's gonna be alright, right?")
("Well OK..")

[Announcer]
Meet Stan, twenty-one years old. ("Give me a kiss!")
After meeting a young girl at a rave party,
things start getting hot and heavy in an upstairs bedroom.
Once again, his conscience comes into play... ("Sh*t!")

[Eminem]
Now listen to me, while you're kissin her cheek
and smearin her lipstick, I slipped this in her drink
Now all you gotta do is nibble on this little b*tch's earlobe..
(Yo! This girl's only fifteen years old
You shouldn't take advantage of her, that's not fair)
Yo, look at her bush.. does it got hair? (Uh huh!)
F*ck this b*tch right here on the spot bare
Til she passes out and she forgot how she got there
(Man, ain't you ever seen that one movie _Kids_?)
No, but I seen the porno with SunDoobiest!
(Sh*t, you wanna get hauled off to jail?)
Man f*ck that, hit that sh*t raw dawg and bail..

[sound of static]
[pickup idling, radio playing]

[Announcer]
Meet Grady, a twenty-nine year old construction worker.
After coming home from a hard day's work,
he walks in the door of his trailer park home
to find his wife in bed with another man.
("WHAT THE FUCK?!?!")
("Grady!!")

[Dr. Dre]
Alright calm down, relax, start breathin..

[Eminem]
F*ck that sh*t, you just caught this b*tch cheatin
While you at work she's with some dude tryin to get off?!
FUCK slittin her throat, CUT THIS BITCH'S HEAD OFF!!!

[Dr. Dre]
Wait! What if there's an explanation for this sh*t?
(What? She tripped? Fell? Landed on his dick?!)
Alright Shady, maybe he's right Grady
But think about the baby before you get all crazy

[Eminem]
Okay! Thought about it, still wanna stab her?
Grab her by the throat, get your daughter and kidnap her?
That's what I did, be smart, don't be a retard
You gonna take advice from somebody who slapped DEE BARNES??!

[Dr. Dre]
What'chu say? (What's wrong? Didn't think I'd remember?)
I'ma kill you motherf*cker!

[Eminem]
Uhhh-aahh! Temper temper!
Mr. Dre? Mr. N.W.A.?
Mr. AK comin' straight outta Compton y'all better make way?
How in the f*ck you gonna tell this man not to be violent?

[Dr. Dre]
Cause he don't need to go the same route that I went
Been there, done that.. aw f*ck it...
What am I sayin? Shoot em both Grady, where's your gun at?

[gun fires, is cocked, and re-fired]

Song facts

"Guilty Conscience" is a song released in 1999 by rap artist Eminem featuring his mentor, Dr. Dre. It was the third single from his major label debut album, The Slim Shady LP, also released in 1999. It was also released on his greatest hits album Curtain Call: The Hits.

"Guilty Conscience" features a duel between the two rappers playing the roles of good and evil in someone's head in the manner of a medieval morality play (i.e., the angel and devil on a person's shoulders competing for possession of the person's soul). Dr. Dre is the angel; Eminem is the devil. The song contains spoken parts and sound effects describing several conflicting scenarios building tension and curiosity. Eminem is generally credited for writing Dre's verses as well as his own.

The video for "Guilty Conscience" has a nonstop back-beat with a chorus, unlike the album version, and a different narrator, voiced by actor Robert Culp. The lyrics in the chorus interpolate those found in the song "I Will Follow Him" by Little Peggy March. The version that aired on MTV eliminated the murder at the end of the song and converted it into an escalating argument between Eminem and Dre with no resolution. The Director's Cut leaves the murder in.

The video is produced using the rotoscoping technique, depicting Eminem and Dr. Dre rapping to the song's protagonists on how to deal with their conflicting situations: including a man's temptation to robbing a liquor store, a college student's urge to have sex with an underage girl at a frat party, and the urge of a construction worker to murder his wife after he catches her cheating with another man.

The song contains a sample from the Ronald Stein song "Go Home Pigs" from the soundtrack to the film Getting Straight (1970).

Eminem later released "Guilty Conscience" on his greatest hits album, Curtain Call: The Hits. The nonstop back-beat and chorus from the music video were only used in the edited version of the song, but the narrator was not changed.

The video was listed on MuchMusic's 50 Most Controversial Videos at No. 38 for its promotion on how people get crossed with their consciences.

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