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The Making of 88-Keys & Mac Miller's "That’s Life" Featuring Sia

"The song was inspired by a 90-minute conversation he and I had."
The Making of Mac Miller & 88-Keys’ “That’s Life”

At the end of May, a leak of a previously unreleased Mac Miller track, wrongly titled "Benji The Dog," produced by 88-Keys, hit the internet. As a special Year of Mac addendum, we sat down with the veteran producer to talk about the making of "That’s Life," and his friendship with Mac.


DJBooth: "That’s Life" sounds like GO:OD AM era rapping. So, what year was the session?

88-Keys: You are correct, I believe it was recorded in February of 2015. "That's Life," along with two other songs. We did two songs in that session, but we ended up doing four or five songs across the history of our relationship.

Was the song for an album, or was it just work between friends?

He was working on GO:OD AM at the time, and this song actually prompted the album title.

How did it prompt the title?

There was no mention of that title in the song, but it just inspired the title of the album. He was really hyped about the song. He loved the song so much. I vaguely recall him saying that this was one of the best songs he had ever made. He hadn’t made a song quite like that before.

What made it so special to him?

The song was inspired by a 90-minute conversation he and I had about… From what I recall, he was going through some relationship issues with his then-long-term girlfriend. I felt bad, but I was surprised he was confiding in me. I started to tell him about my relationship because I was married at the time. I was married for 12 years. I was trying to enlighten him on relationships in general, and more specifically, giving him bits and pieces of my own relationship. Trying to relate it to his situation, just letting him know that he’ll come out on the other side. Yada, yada, yada.

That conversation then spread into a conversation about Kanye. The conversation shifted into what it’s like knowing Kanye for so many years and being around for College Dropout. [Mac] was pretty fascinated by little tidbits and stories, behind-the-scenes stuff I was telling him about College Dropout. So he was fanning out. That’s when I realized how much of a Kanye fan he was.

He asked if I had any beats I wanted to pull up, and so I thought, Which beats do I have that would sound like [something] Kanye would have chosen?



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The very first beat I pulled up was a beat that I had called "Benji The Dog," and I played it for him, and he just kinda lost it. He just went crazy. He started writing. Once he started recording, it was "Oh, he definitely felt the conversation that we just had." That was very apparent to me. I was like, "Wow, this song’s kinda sick."

Walk me through the session.

When I make beats, I usually don’t do finished beats. I do quick ideas. That beat was really just a quick idea that I did at home. I bring the ideas to a point where it’s enough for people to get it. Now, I see that there’s interest, it makes sense for me to actually work on it and produce it. That was just the first beat I played for the session. He gravitated towards it. I was thinking about which drums I wanted to chop up, and how I could turn it into a song instead of just a cool idea.

We revisited that song about three times. I brought in my musicians. I have a set of musicians whom I’ve been working with for the past few years. They’re my secret weapons, or the hired gun, if you will. So I brought some of them through, and we just started putting it together. I brought in my horn section: Jimmy O’Connell, Andrew Gould, and Ivan Jackson from Brasstracks. We all built a friendship, so whenever I needed a horn section, I would call them and only them. When I got them in, [Mac] was floored by what they were able to do. He wound up using them on a couple of other productions he had outside of me.

He was also pretty amazed by my keyboardist [Winston Nelson], who wound up playing the intro on the song. That was the last session we did. He added organ, acoustic piano. Then my bassist [Mike LaValle], we called him The Holy Ghost, he added a bridge section. It was a crazy thing. Mac himself, he played drums on there, but then we wound up not using it. At one point, he was noodling on the piano, but that was not intentional. He was just getting his chops.


What was it like working with Mac Miller time and time again?

It was a barrel of laughs. Him and I, we became friends fairly quickly. If you haven’t guessed this already, I’m a bit of a talker. I have some really good ideas, and I also feel that I’m somewhat of a gatekeeper, so if something is coming out around me that I don’t feel is up to par, I’ll speak up on it. Just for the greater good; I’m not really a yes-man. I’ve always offered my opinion, when asked, with him. Eventually, when I wasn’t asked.

After I opened up to him about my marriage, he saw I was being genuine, and that helped him let his guard down. Not that he had a guard up, but I don’t think he’d willfully just share information or share certain sides of his life with anyone off rip. I became that guy for him.

Out in LA, he randomly hit me up in the middle of the night not knowing I was already out there. He was like, "Can you get over here?" He sent an SUV to pick me up. He didn’t have to do the Uber SUV, he could’ve just done the regular Uber. I went to his house, checked out the music he was working on. And he asked me if I had anything for him. He always, always, always kept the laughs going. At all times. Laughter. Joking around with each other. It was just cool.

It was always about helping him out. As much as I wanted to be part of his project and his legacy, I was never pushy about it. I just always wanted to help him. I was never, like, trying to shove beats down his throat. It was always for the greater good of making really good music.

What do you want Mac fans to take away from this release?

I would want them to know that the song is completely, 100 percent heartfelt. I feel very strongly that it came from the conversation we had. He put everything into his music, but this song, in particular, he really dug deep. He loved the song so much, it spawned the album title. He was just very happy about the song, and that he made the song with me.

How do you want Malcolm to be remembered?

I would love for Mac to be remembered as the true talent that he was. Him being a multi-instrumentalist. Him being an excellent rapper, an artist. Him diving into singing. He’s very clever and quick-witted. He’s extremely humorous, even at times when there are lulls in the studio. I would just look over at him and just start laughing, for no apparent reason. He was full of life. That’s the picture I would love to paint about him.


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