'Judgment Night' Soundtrack Oral History: Inside the Rap-Rock Landmark - Rolling Stone
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Oral History of the ‘Judgment Night’ Soundtrack: 1993’s Rap-Rock Utopia

Members of Cypress Hill, Faith No More, Sonic Youth, Run-DMC and more look back on a genre-splicing cult classic

B-Real of Cypress Hill performs with Pearl Jam (Photo by Jeff Kravitz/FilmMagic)B-Real of Cypress Hill performs with Pearl Jam (Photo by Jeff Kravitz/FilmMagic)

Members of Cypress Hill, Sonic Youth and many more reflect on the 1993 rap-rock summit that was the 'Judgment Night' soundtrack.

Jeff Kravitz/FilmMagic

The soundtrack to 1993 chase flick Judgment Night — on which 10 rap artists collaborated with 11 rock groups — was a gold-certified triumph of the post-Nirvana major label wild west. Dropped shortly after Lollapalooza wound down its third summer, here was a similarly divide-breaking gathering of genre-crossing cool: Cypress Hill spitting hard bars over a slinky Pearl Jam groove and dank Sonic Youth noise, Mudhoney and Sir Mix-A-Lot sharing a dirty Seattle scumbag sesh, Helmet’s taut riffs slowing down for steely-eyed House of Pain verses, Teenage Fanclub bummer jangle matching with De La Soul’s reflective rhymes.

The film would promptly fade into memory and rap-metal would eventually show more macho and mooky muscles. But for a brief moment here was the brilliant potential of a rap-rock crossover episode: a utopian oasis of beats, rhymes and riffs.

The Judgment Night soundtrack came together via executive producer Happy Walters, the 22-year-old manager of Cypress Hill and House of Pain. His burgeoning Immortal Records imprint had yet to find footing with smashes like Korn and Incubus. Judgment Night‘s Oscar-and-Felix pairings came after nearly a decade of rock-rap tag-teams, Run-DMC and Aerosmith’s 1986 “Walk This Way,” and Public Enemy and Anthrax’s 1991 “Bring the Noise” being the two most successful. Judgment Night was a who’s who of Alternative Nation, Headbanger’s Ball and Yo! MTV Raps – a record label exec making the most of three youth-culture undergrounds.

Was Judgment Night an inevitability of rap’s kinship with punk? A generational blip from the a world turned upside-down by Nevermind? A sign post pointing forward for the next 25 years? Many of the album’s major players weigh in and talk about the intimidation, confusion, joy and Thai food behind this one-of-a-kind summit.

Vernon Reid, guitarist, Living Colour: Hip-hop and rock were positioned as opposing genres, right? For the older generation of rock people, hip-hop was a problem. For a younger generation, the punk people were more available and more open. And some people in metal, like Anthrax. Mainstream rock folks, Midwest rock folks, were not with it. Even folks that were connected to funk looked at hip-hop as kind of a novelty thing. … Really [Run-DMC’s 1984 single] “Rock Box” was the thing that kind of made it happen.

DMC: The white people and black people were separate. The punk and the classic rock and the metal were separate until Run-DMC was able to get “Rock Box” on MTV. Then we did a record called “King of Rock” [in 1985] about a Rock and Roll Hall of Fame Museum that didn’t exist. [The] Rock and Roll Hall of Fame didn’t start ’til ’86. And then we did “Walk This Way.” People say, “Yo, when Steven Tyler took that mic stand and knocked down that wall that was separating y’all? Yo, that didn’t just happen in that video, that happened in the world.” And Judgment Night is one of the babies that came through after that wall was broken down.

Run-DMC recorded in a metal studio: Chung King House of Metal. It was punk groups, metal groups and hip-hop in and out of this studio. Rick [Rubin] started coming into our sessions. He brings these three white boys in … and he says to [Jam Master] Jay, nonchalantly, “Yo, Jay, you think these three guys could make a rap album. And Jay looked over at the Beastie Boys and said, “Yeah, why not?”

The whole rock-rap thing was already there. It was just waiting for the moment that people besides Run-DMC would put it together.

Happy Walters, executive producer, Judgment Night soundtrack: I grew up in a little town in Indiana, so by the time music got to me it was pop music. I liked R.E.M., the Smiths, that kind of stuff. And then got into some early hip-hop. But I was really more business than I was music. It was an opportunity, and I looked at it as a way to help build something.

[Cypress Hill] were doing a show in a club in Huntington Beach, and Muggs had a Michigan tank top on. And I had just graduated from Michigan, so went up to him like, “Hey, I should manage you.” He’s like, “What?” I was like, “Yeah, I went to Michigan.” He’s like, “Yeah, I just like the shirt.”

B-Real’s voice was so original that no one sounded like that. They were also talking about smoking weed when it was [the era of the] Just Say No drug campaign, and no one was talking about smoking weed. And I felt like it was a great marketing idea: Let’s do the opposite of what everyone’s saying. That’s how it started. I managed Cypress, House of Pain, a bunch of those groups.

Everlast, MC, House of Pain: Danny Boy [of House of Pain] was big into punk rock and grunge before it even was known as grunge. He was always ahead of the game on that style of music. Like, I heard Nirvana before anybody fuckin’ knew who they were. When it came time to [remix 1992’s] “Shamrocks [& Shenanigans]”, I turned to the other two guys: What should we do? Let’s do something different. Danny right away was like: “Sub Pop. We should fuck with those guys.”

Then I was here in New York, right before House of Pain was gonna do its first headlining club tour thing. And we were looking for [an] opener. And I had went to see Body Count; it was New Music Seminar time. And this band opened up for ’em called Rage Against the Machine. And nobody had ever really seen or heard of ’em outside of L.A. yet. This band fuckin’ blew my mind the first time I saw ’em. I didn’t even stay for Body Count. I had to leave and process what I had seen.

And then my manager called me at the time: We need an opener. I was like, “I don’t know, but I just saw this fuckin’ band that blew my mind, man.'” He’s like, “Yeah, there’s a big bidding war on those guys right now. Nobody wants to take ’em on the road. They’re afraid to take ’em on the road.” I didn’t realize how hard I was gonna have to work that whole tour, because those guys were an act to follow. By the time we got to be friends on that tour, about halfway through that tour, they started doing the [Butch Vig rock] remix live with us.

Muggs, producer, Cypress Hill: I had originally told Happy, “Yo, we gotta do something doing rock and rap together.” It was done already. Anthrax had did it with P.E., it wasn’t like we reinvented the wheel. Run-DMC already did it with Aerosmith.

Everlast: By the way, if you really wanna know the truth about rock-rap, the first cats I ever heard really doing it was the Boo-Yaa T.R.I.B.E.

B-Real, MC, Cypress Hill: The idea [for Judgment Night] came through, I think, a conversation Everlast and Muggs were having with Happy about maybe doing collaborations like that.

Everlast: I’m still waiting on my thank-you check.

B-Real: Rage Against the Machine had just hit real heavy and made a new genre of rock-metal-punk-funk vs. hip-hop, all at once.

Reid: Rage Against the Machine kind of broke it open, even though the seeds were planted with these earlier attempts.

B-Real: On Lollapalooza, the year that we were playing the side stage, we had friends in Ice Cube who would send us backstage passes and stuff so we can we can fuckin’ go hang out. We met guys from Soundgarden, we met guys from the Chili Peppers, we met guys from Pearl Jam — which was Stone [Gossard] and Jeff [Ament], who happen to be fans of hip-hop music. As … our name was getting pumped up out there, they asked us to play Drop in the Park [in Seattle] with them.

Happy Walters: There must’ve been 15,000 kids. They blew it away. And everyone was super into it.

Sen Dog, MC, Cypress Hill: I remember the crowd got so excited for Cypress that they knocked down the front barricade. A couple hundred, two hundred kids like fell underneath the stage and we had to stop our show four songs in. They tried to fix the stage. But too much damage had been done and they’re like, “You guys are done.” Everybody there wanted to part of that set. ‘Til the fence broke.

Muggs: One thing I specifically remember was Eddie Vedder climbing up the … thing on the stage, and he climbed up from the side, it’s probably about 35 feet up, and then he climbed to the middle. So now he’s in the middle of the stage, hanging, at 35 feet up. And then this motherfucker slid down on the mic cord. I was like, “This motherfucker’s out his fuckin’ mind, yo.”

Happy Walters: I think once I saw Cypress open for Pearl Jam — that gave me the opening to really be able to try to put this together. B-Real and Sen, they were really into it, because Sen Dog was more of a rock guy anyway.

B-Real: My cousin George, he introduced me to metal. Every now and then I’d go spend the summer with my godparents … and he introduced me to AC/DC, Black Sabbath, Ozzy Osbourne on the solo tip, Rush, Iron Maiden, Judas Priest, Jimi Hendrix, the Who.

Sen Dog: Led Zeppelin, Van Halen, Black Sabbath, Motörhead. I’ve always been a fan of Hendrix. Kiss is another one.

Everlast: I think the producers wanted me [to act] in the movie. In fact I know that because the director hated me. It was the most ridiculous movie ever, dogg.

Muggs: They actually asked me to be in Judgment Night and I never went to the reading. I didn’t care, man. They only wanted to give me $50,000 to do this movie and I was getting $25,000 a remix. And I was doing a remix or two a week. … I had did Meteor Man already with Cypress. … And I didn’t like sitting around on the movie set. After I had that experience with Meteor Man where we sat there all day, I was like, “This ain’t for me.”

Everlast: The director hated me ’cause I would constantly say shit like, “Yeah, four guys are walking around Cabrini Green in Chicago acting like they run shit. This is realistic.” If you watch Judgment Night, I shot a lot more than what I’m in that movie. … And I don’t care because it’s a piece of shit. The best thing about about that movie is the soundtrack. It’s the only good, redeeming thing. It’s probably the only thing that still makes them any bread is the fucking soundtrack. After a certain amount of time I just stayed high on that set so I wouldn’t flip out and wind up on the news and shit.

When they asked me about music, I’d just come off that tour, the Butch Vig remix was hot. … One of [the producers] just came and I was like, “I got this idea” and then kind of handed it off Happy and he ran with it.

Happy Walters: They were trying to figure out a soundtrack, and they had a music supervisor who was just thinking about regular stuff. And then we came up with this idea, and they liked it and supported it.

The response from managers I talked to and some of the groups was positive. Couple of managers, back in the day, they were like, “What?” I bribed them, like, “OK, I’m gonna send you a Rolex, and you make sure your band does this.” So between a couple of Rolexes and the actual idea, we were able to get it done.

Happy Walters: Sonic Youth, Helmet, their managers were super supportive. Helmet was super into it. Faith No More was really into it. Those three, I think, were the first ones to come on board, which were all credible and cool at the time, which helped with others.

Page Hamilton, vocalist/guitarist, Helmet: I thought it would just be a fun collaboration.

Bill Gould, bassist, Faith No More: We were pretty popular back then, it was right after Angel Dust. So we got offered a lot of being on compilations, but there wasn’t really a thing with, like, real hip-hop bands collaborating with rock bands, as a thing. We were like, this could actually be something that we could do that’s kind of cool.

Muggs: I was really into Ministry at the time. And I got on the phone with Al [Jourgensen] and Al was busy. So then [Happy]’s like, “How ’bout Sonic Youth?”

Kim Gordon, bassist/vocalist, Sonic Youth: We recorded Goo and we were in the same studio as Public Enemy and we asked Chuck to sing on “Kool Thing.” So I guess people thought to ask us, I suppose? When we did our song with Cypress Hill, we didn’t want to be the ones who made a bad Cypress Hill song.

Muggs: At this time, I never recorded a band before.

Kim Gordon: They wanted us to come in and do this rock thing. And we didn’t think that worked so well. We wanted to kind of approach it sideways and feel our way into it. I don’t know. I don’t know how they really thought it worked, quite frankly [laughs].

Muggs: I called Happy and go, “Yo, this ain’t workin’, man.” And he’s like, “Can you please just stay in the studio and try it?” It just wasn’t workin’. There was no vibe in the studio, man. … They played their instruments, but alls I did is take a one-bar loop of their instruments and chopped ’em up in the SP-1200. And they were looking at me like, “What the fuck is this guy doing?” It started to make a little sense to them. I started getting more confidence in the process as well because it started making more sense to me. And then she got in there and started singing that hook, and we was like, “Yo, this shit just came alive, man.” It was a light, it just started getting brighter and brighter and brighter and brighter and brighter.

Kim Gordon: Thurston [Moore, Sonic Youth guitarist/vocalist], I think he gave me a suggestion, and it worked.

B-Real: It sort of sparked my idea for what I would do in my verse. “Sugar come by and get me high.” And then I said, “Surely I’ll do that!”

Kim Gordon: There’s a lot of sitting around, smoking pot, listening to the low end [laughs]. Just a lot of that. … I’m not sure how much I smoked. You didn’t need to smoke anything, there was so much pot in the air [laughs]. That was amazing.

Bill Gould: I went to Samoa to record some singers, just on my own. And the thing about Samoa is that they do this a cappella music, they grow up with it, it’s beautiful. It’s like five-point harmony, incredible stuff. I just asked, “Can you get ahold of Boo-Yaa T.R.I.B.E.? Boo-Yaa T.R.I.B.E. are these Samoan guys, I bet they can sing like motherfuckers.”

Mike Patton, vocalist, Faith No More: The Samoan national anthem is actually really, really cool. So we worked up a version of the Samoan national anthem. I was like, “Yeah, let’s not do rock-rap, let’s do something else!” We worked the whole thing up and we played it for ’em and they just, like, laughed. They literally laughed in our faces.

Bill Gould: And they were like, “Eh … That’s lame [laughs]. Why don’t you just come over here and bring your instruments and let’s make some noise?” Boo-Yaa, they all play instruments, they’re all musicians, which I didn’t realize. The bass player was really good! Jim [Martin, Faith No More guitarist] wasn’t really interested in going. Our guitar player wasn’t there, and I just said, “Let me start playing guitar first since you play bass.” We went into this jam that lasted about a half an hour. It was insane. It was like we totally clicked. It was like the most incredible jam. And then the producer came out and said, “OK, you guys ready to record now?”

So we did it again. We did this jam, it was another half-hour’s worth. And it turns out he didn’t hit the record button. And then lunch came, and we got Thai food and everybody got really full [laughs] and then we went to do it again. And what actually made it on Judgment Night was from the third jam.

They all had guns on the mixing console. And the producer was trying to move the guns. The guy [Vincent] Rook [Devoux] in the band, he was about 6 foot 5, 6 foot 6. Probably about 380 pounds. And he had this gun that dwarfed his hand. I’ve never seen anything like it. It was this pistol, but it was so fuckin’ big. I don’t know what the fuck it was. And we were playing and he was, like, pointing it through the glass and stuff [laughs].

We hit it off so well [on] a musical level, like at the end of it, we were like really close friends. We were tight! I think that we talked about [touring together] and it didn’t work out.

Mike Patton: For as mean as they look, they were super sweet.

Page Hamilton: We got to Wharton Tiers’ studio in New York, Fun City, where we did Strap It On and Meantime tracks — which is just a basement on … First Avenue. I think the House of Pain guys were kinda like, “This is not very high-tech looking,” ’cause there are pipes and stuff running through the place and there’s no iso booths or anything. … Whenever you have a good riff, you kind of have to let the music write itself and that’s sort of how it felt with that thing. We put it together in probably an hour — our part, anyway.

Everlast: I had realized everybody was approaching it as a collaboration together, going in and writing a song. We were together, but we decided was like, “Helmet write a song, then we’re gonna fuck it up. Let’s show this thing go from one thing to the other.”

Page Hamilton: When I went to L.A., Helmet was on tour so I just popped into the studio and I kinda put my [vocal] part together in there. Their studio, they had porno movies on in between the speakers, and I was like, “This is kind of distracting.”

Happy Walters: There were a couple [bands] that I wanted to get. I was a big fan of Teenage Fanclub.

Raymond McGinley, guitarist/vocalist, Teenage Fanclub: I think we felt like we won the gold medal in terms of who they suggested we should work with. … We were making an album, it was called Thirteen. We were at this place outside of Manchester in England, a studio in a little town called Cheadle Hulme, which, yeah, you probably need to Google to figure out how to spell it. I remember waking up that morning thinking, “Fuck, we’re recording with De La Soul today. What are we gonna do?” There wasn’t really a preamble, it wasn’t like we exchanged messages, there was no discussion really. It was just those guys landed in our studio.

Partly the take in the song is kind of funny because it’s like, “Look what you’re doing now.” “That’s right, we used to be the kings.” And then they end up in some studio in the middle of nowhere with us, doing a collaboration for a film soundtrack, probably thinking, “What are we doing?”

It was great to see those guys work because they worked with [records]. It was just like the most natural thing in the world, the way that I was just picking up a guitar and strumming a guitar. And they’re really good at it, obviously.

They had the idea [of the Tom Petty sample] and I think they had to go out and try and find the record somewhere. Someone had to go out and try and find the record shop that had the record. I think the nearest major town would have been Stockport. I suppose at least it was Tom Petty, it was a fairly successful record. But somehow it was found, somewhere, Stockport or Manchester

Happy Walters: Mudhoney was cool.

Mark Arm, guitarist, Mudhoney: We were stoked. I was a huuuuge fan of Cypress Hill at the time. It’s like, “Aw, man, maybe we can do something with Cypress Hill.” But it turned out Cypress Hill was already taken by two other bands.

Happy Walters: Cypress was kind of the coolest hip-hop group that … rockers liked. They’d all want Cypress or someone like that. Wu-Tang wasn’t really around yet. … You couldn’t have Cypress every track. So when we went down the list, you’re trying to find who they want to work with that’s not, like, Warren G, or something like that. And that’s one of the reasons why some of the rock stuff didn’t happen, because there weren’t enough kind of cutting edge hip-hop [artists] that the rockers understood and were into.

Mark Arm: Happy wanted to hook us up with this other band he was managing called Funkdoobiest. Something happened with them, I think at the Canadian border, where they were kind of incapacitated for a while.

Happy Walters: [Funkdoobiest] did not want to do it. He just was like, “Nah, I’m good.” I didn’t push anybody.

Mark Arm: So we floated the idea of like, why don’t we just work with the biggest Seattle rapper that we know?

Sir Mix-A-Lot: I remember hearing the idea for the whole project and I loved it. … They pick a lot of cool rock bands and a lot of cool hip-hop acts. So when they pick the guy that, at that time was, you know, Mr. Pop Success. I was flattered that they picked me and I was glad that they trusted me not to not to come off with some basic-ass syllables.

Perception was, and probably correctly so, that I was the pop guy and [Mudhoney] were the meat and potatoes, the underground, work your way up. … Even though I had a platinum and a gold prior to “Baby Got Back,” they thought I was a one-hit wonder. So perception was that I was gonna to make that song horrible. … Long story short, that’s why I was intimidated. I didn’t want to make those guys look bad. I wasn’t doin’ it for the money at that time because I was doing pretty good. But at the same time I didn’t want to make another Seattle act look bad. So I took it very serious. Very serious.

The first day we met, I think it was the day we started recording. They’re great musicians. I was like, wow, these guys are good, shit.

Mark Arm: We actually met him once before that. “Baby Got Back” was huge and we were on tour in Detroit. We played like St. Andrew’s Hall with the Laughing Hyenas, and we came back to our hotel and there was Sir Mix-A-Lot in the lobby in fur with chains and a girl on each arm. We introduced ourselves and I think he was just like, “Yeah, yeah, OK, Seattle, cool. I got other things to do right now.” [Laughs]

Sir Mix-A-Lot: I’d never recorded with a band, live. … I walk in the room and they’re kind of sitting at their instruments. They’re ready! I’m like, “What the fuck am I supposed to do now?” I was so intimidated, first of all, because they’re sitting there looking at me like, “OK, frontman.” Is somebody going to tell me what we’re doing?

So they started playing the cut and playing it and playing it and playing it.

Mark Arm: Steve [Turner, guitarist] had sort of a surf-y lick and we were just trying to keep the bass to our version funky. More along the lines of like early Funkadelic than some slap bass or something like that.

Sir Mix-A-Lot: Made a recording of it, went home, wrote the lyrics. Then I was comfortable the second time and I actually had a ball. To work with some accomplished musicians such as those guys and to not have to worry about programming the song, tracking the song, mixing the song, mastering the song. I didn’t have to worry about any of that. I literally was just the vocal guy.

Mark Arm: One of the things that we really enjoyed about it was, “Hey, it’s another song about big butts!” [Laughs]

Happy Walters: I really wanted Ice Cube, but he wimped out. I don’t even think Ice Cube even knew about it. I think he would’ve done it, because he’s super cutting edge, and super cool. But originally he had this manager who was like an old-school woman who was just like, “Don’t talk to me about rock, this is the guy from N.W.A.” So instead, she gave me Del the Funky Homosapien.

J Mascis, guitarist, Dinosaur Jr.: He had this thing on MTV I saw. Hanging out with Del. He probably seemed cool. So I asked about him. It worked out. He seemed like I could relate to him. … Del gave me the BPM that he wanted to rap, so that was what we started with when I played the drums. I think I played everything but the rap. I thought it was a pretty good groove to rap to. I do remember ordering out for food, and him and his buddy had never had Thai food. And they weren’t interested in trying it. I did like hanging out with him; it was pretty cool.

And then we did the Arsenio show. I still have the Arsenio bathrobe that he gives you. I remember Mike D had played there a few weeks before, so he already had a bathrobe. I asked Mike D and Mike Watt to play. I think Arsenio was impressed with Mike Watt. … It was fun to play the song live on TV. I don’t think any other bands played a track. I doubt we were the first choice.

Ice-T: Word got out that they were trying to do, like, now they call it a “mash-up” situation. But then the second word that came out was the rock bands were pickin’ who they wanted to be with. At first when they told me, I was like, “OK, well I already got a rock band, so who the fuck wants to work with me?” I was hoping it would be somebody I liked, and it ended up being, like, my idols.

Basically, I was familiar with Slayer, I knew what the fuck was up and I knew they was the baddest motherfuckers at the time. I had no idea what song we were doing until I got to the studio. I showed up in the studio in L.A. and they were already laying the drums. That was the time when the drummer from Forbidden [Paul Bostaph] had just joined the band. Rick [Rubin, producer] was like “This is kinda complicated” because basically they were doing a medley. They were mashing us into Exploited, like three songs [“War,” “U.K. ’82” and “Disorder”]. So it was very complicated the way he wanted the drums to go. Rick just was on it, on it and on it, on it.

We just just got in there and screamed. I don’t think we did many takes. Tom [Araya, Slayer vocalist/bassist] and I were both in the booth at the same time. We picked which parts of the songs we would sing and we just blasted it out.

I’ll never forget that night we were in the studio, there was some racist America shit on, like some talk-news shit. And there was all these white kids wylin’ out on some racist shit and they were wearing Slayer shirts. And Kerry [King, Slayer guitarist] just thought it was gonna be great that I was gonna do the song and just fuck their heads up. Kerry just thought it was great that these kids would see them with me.

Fredro Starr, MC, Onyx: We already did “Slam” with Biohazard. The first group we thought about, was, yo, we gotta do it with Biohazard. That was [Jam Master] Jay’s idea. Lyor Cohen was like, “We’re gonna take this ‘Slam’ record and we’re gonna fuckin’ knock it out the park with a rock & roll remix.” We were like, “Aw, fuck — hell, no. Fuck that bullshit.” Trying to be cool and shit.

Sticky Fingaz, MC, Onyx: We was so hardcore and we had [gone] so commercial so quick that we were anti- doing a song. “Nah, we don’t wanna sell out, we wanna keep it hood.”

Fredro Starr: They convinced us to do it. Def Jam was located in Soho, so he probably was down with the guys rocking at CBGB. And then there was another group he was mentioning, Bad Brains. We didn’t know what was going on with that type of shit, but Lyor knew that shit.

Sticky Fingaz: It only made sense to do it with Biohazard. They was real-ass dudes too.

Billy Graziadei, guitarist/vocalist, Biohazard: Through the remix I got to be friends with those guys. Growing up in different parts of New York, we just got on well.

Jay heard Danny [Schuler] play a beat. Jay, the magnitude that he was as a producer … he lifted the beat, and kind of sampled [it]. He liked what we did and what we were working on and just sampled the kit, and that became the loop. Rather than lifting it off a record, it was just a live recording of us jamming.

Fredro Starr: It was just a lot of playing cee-lo. Rolling dice. Those guys can roll some fuckin’ dice. They was takin’ all of Sticky’s money. They was takin’ everybody’s money. A lot of beer chuggin’. There was a lot of 40 ounces involved. It was that type of party.

Billy Graziadei: Cee-lo is our go-to game. And we spread that all around our world. We made a lot of money and lost a lot of money. I remember Dimebag [Darrell, Pantera gutarist] bought one of us a new living room couch set when we had no money. I remember we took Craig from Sick of It All’s jacket, ’cause he had nothing and threw his fuckin’ Starter jacket on the pool table at a club. And we snatched that in the middle of winter and he had to walk around with no fuckin’ jacket on.

Fredro Starr: We was like, It was a movie called Judgment Night, we’re gonna do a song called “Judgment Night.” Fuck it. I don’t know what everybody else is doin’, but this is what we’re doin’.

Billy Graziadei: We worked with Steve Ett from Beastie Boy fame. Once Jay put together the basic track with the Onyx guys spittin’ on it, we flew him out. We were on tour in Europe. We picked Steve up at Heathrow and he had the tapes with him. We drove to Birmingham to finish the song at Black Sabbath’s studio. We locked that studio up for the weekend and then it was like a giant party and we just worked on some ideas.

It was just like, “Wow! This is fuckin’ Black Sabbath’s studio! Ahhh! This is the mic Ozzy used!” We were fuckin’ around just having a good time partying … so it was a lot of wasted time. But it was about the vibe. And then suddenly we got a call from, in essence, Tony Iommi, saying, “Hey, I got an idea, I need my studio back.” So we really had to fuckin’ put the nose to the grind and finish the track. If Tony didn’t call, we would have fucked around for another couple of days, probably. It was like a free excuse to throw a party in Black Sabbath’s studio.

Sticky Fingaz: All those artists, respect to them, but we bodying everything. I don’t think that [we had the best track on the album]. I fuckin’ know that!

Billy Graziadei: We did a couple shows together. I remember one show, they showed up with fuckin’ vests on. And we’re like, “What you got vests on?” They’re like, “Yo, your fuckin’ crowd’s crazy. We don’t wanna get fuckin’ stabbed or shot.” Like, no. … It’s all family here. We’re like, “Take that shit off, man, you guys are sweating like pigs, you don’t need it.” Our crowd accepted them as hip-hop fans.

Fredro Starr: I think the legacy in what we created with that whole thing was something that Run-DMC kind of gave us the lane to do when they did the joint with Aerosmith. I think Jay’s legacy was kind of just like, “OK, this is part two of what we did with Aerosmith.”

Vernon Reid: Run-DMC were kind of the progenitors of combining rock and rap music. So, when that came out as a possible pairing I was like, “Yeah, of course.”

DMC: I remember that we thought it was kind of fuckin’ awesome that we got to do it with Living Colour. ‘Cause we kind of were like the black guys of rock. Like when I met my wife she said, “I thought Run DMC was a white rock group.” She’s only hearing “Rock Box,” “King of Rock” and “Walk this Way.” To tell Gene Simmons something, most of our hits were rock records. “[It’s] Tricky,” “Mary Mary,” “Walk This Way,” “Rock Box,” the only thing that wasn’t authentic rock was the drum machine, but we had live guitars, live bass lines, So when we got paired with Living Colour, we thought it was a beautiful thing just ’cause it kind of helped our blackness. We got paired with the black rock guys that motherfuckers respect.

Vernon Reid: I was already a fan and had gone to see them at the Ritz. Actually went and paid to go see ’em at the Ritz. It was kind of a fan experience doing it. … The components of the track are people from Queens, the Bronx and Brooklyn. There had been real conflict about hip-hop between the Bronx and Queens, and to a lesser degree Queens and Brooklyn. Will [Calhoun, drummer] was very much a fan and disciple of [Run-DMC producer] Pumpkin and Pumpkin was from the Bronx. The “Sucker MC’s” beat is really Pumpkin’s beat. Pumpkin was on his mind. Big time.

DMC: The chorus was the foundation of the record. So once we had “go uptown … me myself,” it was up to Vernon and Jay and Living Colour to put the damn record together.

Vernon Reid: Our schedule at that point was really crazy and we were touring a lot.

DMC: All me and Joe needed to do was figure out our flows. For me and Run it was probably, what, [a] three-and-a-half-, four-hour session maybe. That might have been the last time we was in the studio. Wow. I don’t remember nothing after that. That was it. ‘Cause then after [1993’s] Down With the King everything went fuckin’ AWOL.

Down With the King dropped and that dropped and right then was when I got depressed. And I remember saying then, I want to make some more of this rock-rap stuff. Like that’s the direction I wanted to go in. … I remember saying, Yo, I’mma put together a band and make a whole rock-rap album. But I couldn’t because I was under contract with Profile. I guess all of that, spiritually and emotionally, just fuckin’ tore me to pieces. … Crown Royal [Run-DMC’s 2001 reunion record], I did not partake in any of the making of that album. I never went to one session. Run and Jay worked on that whole album themselves.

The last recorded thing of Run-DMC together was [on Judgment Night]. Wow, that’s crazy. Wow, that’s deep.

Happy Walters: I really wanted Kurt [Cobain] on [Judgment Night]. I really was a huge fan of Nirvana’s, and Kurt was the one that was difficult, not Dave and those guys.

Metallica said no. They were super pure and prissy in those days. See, in those days they were like the shit, the shit, right? They’ve obviously aged, and probably wish they would’ve done it. I don’t even know if it was Metallica. Some of the managers in those days were just dicks. Think about it, dude. I think this guy’s name was Peter Mensch, Metallica’s manager, he was like 45, was one of the biggest managers around, and here’s this 22-year-old schmuck calling and saying, “Hey, have you ever heard of Cypress Hill? They want to do a collaboration for a movie.” And they’re like, “What? OK, give us a million dollars.” It was “Fuck off, kid.” So, some of that didn’t go well.

I wanted Public Enemy, and they were like, nah. They were fighting. It was a weird thing at the point, they were, at that time, [Professor Griff] was saying crazy stuff, it was anti-Semitic stuff, and all this.

Tom [Morello of Rage Against the Machine] was really into it. It was more the Tool side that flaked and never decided [to submit their collaboration “Can’t Kill the Revolution”]. I think it was something where they just didn’t get it together. It was politics. They never really turned it in, and then Tool got weird and their label got weird, and we were running out of time. I mean, those two bands at the time, were massive. So that was one of the bummers of not getting that.

No one was not into it. Pearl Jam, obviously, I’d say, three or four of the guys were super into Cypress. Eddie was kind of like, yeah, cool, chill, whatever, I’m gonna go surfing, type thing. So he was not against it, but just not super jazzed. He didn’t show up.

Sen Dogg: During that time we had come off a tour and I remember I thrashed my voice up quite a bit. Like my actual voice wasn’t even there. My intention was to go back in and at least do my background vocal on [the Sonic Youth collaboration]. And then the project moved along and before you know it, they’re saying, “Hey, go record with Pearl Jam.” So, my attention shifted.

B-Real: I think the what makes the Pearl Jam song a little bit more special to us is that we were actually friends with a couple of those guys.

Muggs: I gave them the basic skull and bones of the sample and they went in and played everything they played. They ripped the shit out of it, Pearl Jam style.

B-Real: We recorded vocals in Los Angeles and they recorded the music in Seattle. We thought they were just gonna play their instruments and give us a rockin’ track; we didn’t know they would put up a little background harmony thing. We were actually stoked that they did that, ’cause it was so unexpected, man.


We’ve only ever performed it one time and that was MTV Live and Loud where it was supposed to be us opening, Pearl Jam co-headlining and Nirvana headlining. Unfortunately, Eddie Vedder did not show up for whatever reason that day. So Pearl Jam couldn’t play, but because they were there we were able to do “The Real Thing” which made that night special. It bumped us into the co-headline spot to open up for Nirvana for a MTV event, and that was big for us. So thank you, Eddie Vedder, that was awesome of you not to show up [laughs].

Happy Walters: MTV wasn’t that supportive of the record, and they didn’t want to use [movie footage]. And then the movie didn’t do well. The movie opened and closed really quickly, if you remember.

B-Real: It’s probably one of the only movies that the soundtrack did better than the movie.

Happy Walters: So it was just a kind of a record without a leash, which makes it hard. … In those days, MTV could have you sell 5 million or nothing, and we sold a lot without their support. I remember it being, like, sitting in meetings and going up there and trying to kiss the ring, and tell them how cool it was, and how many kids loved it on the streets, and they were like, “Yeah, OK. Nirvana’s doing an acoustic show for us, thanks.”

Sir Mix-A-Lot: I do think that that whole album may have been one of the coolest projects … in hip-hop history. It wasn’t sell out. We weren’t going to try to make little poppy rock songs to sell to kids. We wanted the cool kids to like it.

Muggs: Back in those days it was like you were hip-hop or you weren’t. … And I think alternative audiences really caught on to it and showed us a lot respect for that, and I think that’s a good reason why we’re around 27 years later doing records and tours.

B-Real: I gotta say all that sort of led to me becoming a member of Prophets of Rage. I mean, all that stuff prepped me for what I’m doing now in that band, man.

Billy Graziadei: I think that our track has a vibe that, to me, it’s a prelude to [what] I did with Sen Dog in Powerflo. I’ve always loved that and now I do it for real.

Happy Walters: [The director, Stephen Hopkins] told me he got asked to speak at a conference about the music of Judgment Night. And he told me he didn’t even want to put it in the movie originally.

I went on to music supervise probably 100 movies. You can go to IMDb.com, and see all that. I also did Spawn [in 1997], which was another kind of cool collab.

The label was really happy with how Judgment Night ended up, and so it made sense to try to — I wouldn’t call it a sequel because it’s different — but take the same concept with what was happening at the time, in the music space.

I had Korn. We had gotten close with Marilyn Manson. Spawn‘s soundtrack has a lot bigger names. The Prodigy was big, Tom Morello was really into it. Incubus, all those groups. Metallica, Moby, they were big groups. I did Blade II five years after that. And each time, the movie did better and bigger, and the soundtracks did less. So who knows, maybe people were sick of it by the time I did it the third time.

The first one, it was harder to get groups to do it. The second one, I got Metallica. By the third one I got Ice Cube. I got Mos Def. I got all the guys that had said no. Busta Rhymes had said no, all those guys that had said no in the past, so it kind of was slowly breaking down walls also, musically. People were seeing the success, and that it was cool to start doing stuff together.

DMC: Judgment Night was a prophetic industry record ’cause right after that exploded, Limp Bizkit, all of these groups was doing what was being done on that Judgment Night record. Even when you look at Fall Out Boy or P.O.D., when you listen to those guys, those guys are rap-rockin’.

Page Hamilton: Fred Durst from Limp Bizkit was opening that tour when Helmet was opening for Korn. And Fred kept bugging me every day, “I wanna get up and do the song!” So, we finally, I think, in Portland, Maine or something we let Fred sing with us.

Happy Walters: I think Limp Bizkit and Papa Roach, those guys would’ve been there no matter what. I think it is what it is. I don’t think Judgment Night molded who those guys were. But I do know that the music in the late Nineties kind of sucked. 

Kim Gordon: You know that guy Ninja from Die Antwoord? He’s obsessed with our song on that record.

Vernon Reid: It was an album whose time had really, really come. The fact that it existed at all was a fabulous outcome of its time.


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