Sounwave: How the Kendrick Lamar and ‘Black Panther’ Producer Quietly Made America’s Soundtrack

As if on cue, a Top Dawg Entertainment employee politely interrupts producer Mark “Sounwave” Spears, who was telling the story about how he linked with rap icon Kendrick Lamar more than a decade ago.

“I think you’ll be pretty happy with this,” the TDE staffer slyly winks.

“Is that what I think this is?” Soundwave replies.

A nod. Sounwave’s excitement lands somewhere between Christmas morning and a YouTube unboxing video. He plays it cool, but there’s only so cool you can play it when the package contains a Grammy – Sounwave’s Best Rap Album trophy for producing over half of Kendrick Lamar’s Pulitzer-willing landmark Damn.

He goes silent for a second, smiling broadly, reverently marveling at the achievement. The loud L.A. sunlight filters through the plate glass windows. Then he passes the Grammy to me. It’s heavier than you’d think.

Even if you don’t know his name, you might know the songs: Kendrick Lamar’s “Alright,” “Love,” “Loyalty,” “Element,” “A.D.H.D,” “Bitch Don’t Kill My Vibe,” “M.A.A.D. City” and “King Kunta”; Schoolboy Q’s “That Part,” “There He Go,” “Raymond 1969” and “Blank Face.” The liner notes from the chart-topping Black Panther soundtrack include his name on all but three songs. He’s contributed beats to albums by Ab-Soul, Jay Rock and Isaiah Rashad. In the last year, he’s expanded beyond the boundaries of hip-hop to contribute to records from Bleachers and St. Vincent.

If he desired, Sounwave could easily reap millions farming his beats out to the corniest names in popular music. Instead, he’s so self-effacing and averse to self-promotion that doesn’t even have his own Wikipedia page. There is no “If Sounwave don’t trust you” production tag to inspire memes. Today’s star composers under 30 – DJ Mustard, Metro Boomin, Mike Will Made It – are nearly as well known as their top-billed collaborators. Yet you’d be hard-pressed to find a producer as artistically vital but semi-anonymous as Sounwave.

This is partially by design. Sounwave exudes a serene calm, low-key affability and ego-free energy. He’s modestly attired in a blue hoodie, grey designer sweatpants, a Dodgers cap and a neat but not manicured beard and goatee. A few slender gold necklaces loop inconspicuously around his neck. He uses social media sparingly and seems almost monastically devoted to music. All remaining free time goes to his family and girlfriend, who is eight months pregnant with their first child.

He’s currently upstairs in TDE’s downtown headquarters, a surprisingly tranquil two-story aerie adorned with neon signs of the company logo, flat-screen TVs, magazines with TDE artists on the cover and plaques commemorating the imprint’s numerous releases. Idling in the corner, a Kobe Bryant “Robojam” souvenir action figure offers the reminder that Top Dawg and his artists are arguably the most famous new Lakers courtside fixtures of the decade.

On this weekday afternoon, the only occupants are Sounwave and two employees, one of whom brought delicious fresh-baked chocolate chip cookies.

“We’ve been working on my house and it’s taken longer than expected,” Sounwave, 32, says about his spot in the Valley. “I’ve been coming here for peace and quiet to work.”

I ask if there’s a studio inconspicuously lurking behind a rotating wall of his new digs. He answers that he only needs headphones and an MPC to construct the spine of some of the most indelible anthems in recent memory.

In 2005, Sounwave was a 17-year old recent graduate of Compton High, where Toronto Raptor DeMar DeRozan was big man on campus and warring Crip sets controlled the blocks just off it. Sounwave lived on one of those blocks with his two older brothers and parents, elementary school sweethearts who moved to Los Angeles in the Seventies from Selma, Alabama. The original idea was that his father, the king of the pop lock, would be a dancer on Soul Train. Spears spent many afternoons teaching himself how to make beats on a PlayStation and trawling “How to Play Piano 101” tutorials.

“Kendrick will half-state an idea in his head and Soundwave will finish the thought for him. He’s the glue to it all because even if he’s not making his own beat, he’s adding onto what Kendrick needs.” – Punch of Top Dawg Entertainment

Late one night, he founded himself in a smoke-shrouded, hole-in-the-wall studio tucked away in Gardena, a sterile L.A. suburb best known for its Hustler Casino. A would-be industry mogul assembled the most promising talent in the area. Present were plenty of next-big-things that never were – save for a diminutive and almost comically solemn fireball of energy wearing a day-glo Bob Marley shirt and a hoodie that threatened to swallow him whole. Kendrick Lamar, future best rapper alive, remained dead silent, not even speaking to his brother or Dave Free, who would one day become President of TDE. No “what’s good”s, nervous banter, daps or pounds. All business even then. Someone nodded at Sounwave to play a beat; he cued up a flip of Aalon’s lush 1977 soul tune “Rock and Roll Gangster.” The rapper made a beeline to the recording booth.

“After his first few lines, everybody stopped what they were doing and just stared,” Sounwave says, still in mild disbelief 13 years later. “He rapped for about two minutes straight … just bars from the top of his head mixed with bars that he’d stored. He was the hungriest person I’d seen in my whole life. I had to stop the beat and ask him his name.”

“K. Dot.” The original alias of the 16-year old Kendrick Lamar Duckworth, a fledgling genius at Centennial High, the Piru-ruled school on the Westside of Compton, across town from Sounwave’s house.

Sounwave says he told him, “I don’t know what I just heard right now, but that was the best thing I’ve heard in a long time.”

A year elapsed before TDE’s eventual in-house sonic architect re-united with the only rapper to win the Pulitzer Prize. At that point, Terrence “Punch” Henderson had begun working closely with Sounwave.

“I found Sounwave when he was 13. I was playing basketball with his older brother in their backyard and went into the house to get some water. I heard noises from inside his room and followed them,” says Punch, currently TDE’s other president. “He was making these Just Blaze-type beats with high pitched samples on a PlayStation game called MTV [Music] Generator. I knew at that point he was a prodigy.”

One afternoon, Punch decided it was time for Sounwave to meet his cousin, Anthony “Top Dawg” Tiffith, who was assembling the foundation of what would become the most successful independent rap label of the next decade. A trip to TDE’s original Carson studio yielded a homework assignment: rework beats being passed around the singers being weighed for TDE 1.0. His remixes impressed Tiffith enough to call the nascent talent back to Carson to discuss officially joining the squad. Guess who was randomly sitting on the couch that day?

“I’m like, ‘Bruh, I’ve been looking for you,'” Sounwave recalled of his second encounter with Kendrick Lamar. “He was like, ‘Bruh, I’ve been looking for you!'”

It’s a story that seems so scripted that it has to be real: This was the same day that Kendrick auditioned to become part of TDE.

“As soon as he got in the booth, the same situation happened again,” Sounwave continues. “He rapped for hours, freestyling, double-timing … all this crazy stuff. I looked at Top Dawg and said, ‘I met this kid a year ago, you definitely can’t let this dude go, it’s fate right here. We have to keep him, do whatever you have to do to sign him.’ The rest is history.”

When prodded about those early years of TDE, sleeplessness immediately pops into Soundwave’s mind.

“I lived around the corner from Top’s studio and just remember being there nonstop. From those mixtapes up until [Kendrick’s 2011 debut] Section 80, Top gave us places to sleep with meals cooked for us, and we never stopped,” Sounwave says. “Whenever I think about the Section 80 days, those were some of my happiest times making music – because we didn’t know what was coming. We were always doing what we loved, always broke, living off little ASCAP checks from commercials.”

By the early years of the decade, the Digi+Phonics crew – Sounwave, Willie B, Tae Beast and Dave Free – handled the brunt of TDE production. But in recent years, the roster has expanded to include regular studio fixtures like Thundercat, DJ Dahi, Terrace Martin and Cardo. Lamar’s albums have exploded outwards to incorporated ideas, riffs, and loops from non hip-hop artists like James Blake, Robert Glasper and U2.

Across this championship run, Sounwave has been the chief constant, a controlled variable. If TDE’s production arsenal is less Lakers and more San Antonio Spurs – a collaborative system rooted in shared ideas over a superstar-focused attack – Sounwave is their Tim Duncan: quietly brilliant, ruthlessly efficient, fundamentally consistent, contributing the little things that most superstars shy away from.

“When you talk about Kendrick, you have to talk about Sounwave,” Punch says. “Kendrick will half-state an idea in his head and Soundwave will finish the thought for him. He’s the glue to it all because even if he’s not making his own beat, he’s adding onto what Kendrick needs.”

It was Sounwave who added the 808s to “Alright” and the low end to “Riggamortis.” The original “King Kunta” was much jazzier, but Kendrick told him that he had to think, “What would Quik do?” So Sounwave instinctively dug up an old record by Quik associate Mausberg, and he and Thundercat swapped the octaves but kept the same notes.

“One time [Lamar told me] to make it sound like how air would sound if it had a sound,” says Sounwave. “If he says he wants ‘organized madness,’ I’ll get what he’s saying, but no one else will. He’s got this weird lingo that only me and [engineer] Ali understand. That guy’s brain is somewhere else all the time. I think that I’ll be onto something and he’ll come in and tell me to put this filter on it, and slide it to the left so it has a sloppy feel to it. It’s the kind of thing that looks stupid on paper but sounds genius in practice. So I’ve learned not to question anything he tells me.”

The breadth of Sounwave’s palette affords him an unusual versatility. He cites the lunar dub chaos of late-Nineties Timbaland as his first musical touchstone. The other is jazz trumpeter Donald Byrd, whose greatest hits never left his father’s stereo. Somewhere in the mix were Sade, Marvin Gaye, Jay-Z, DMX, Kanye West, the Neptunes, 2Pac, Quik and the rest of the West Coast canon. Techno blared throughout their house on the Eastside of Compton, courtesy of an older brother who incessantly bumped the Outhere Brothers’ 1995 hip-house novelty “Boom Boom Boom.” Sounwave loved it all.

Maybe this is part of the reason why a “Sounwave sound” doesn’t exist. His secret weapon might be a cloak of invisibility. It allows his production to evolve without being boxed into a specific era or style. He’s gone from the opiated palm tree sway of “A.D.H.D.” to roller rink brawl of “King Kunta.” He can cobble together a Pentecostal Piru symphony out of a James Blake piano roll, Kid Capri squawk and the Komodo fury of Kendrick Lamar. A session with 21 Savage is already scheduled. This gift of adaptability might manifest itself most clearly on the Black Panther soundtrack, which balances the tasks of supplying kerosene beats for vocal group SOB x RBE and alienated Afrofuturist rapper Vince Staples, yet retaining the pop sensibility required to accompany a Marvel franchise tent pole.

The finished product reflected a lengthy collaboration between Lamar, Top Dawg, Sounwave and the film’s director, Ryan Coogler. After most of the Damn. performances, the TDE contingent exchanged ideas on the bus for hooks and beats until roughly 80 percent of the album was finished. Then they sat down with the artists they’d selected to express the aesthetic and vibe they were seeking. Ultimately, they produced one of the best original hip-hop film soundtracks since the mid-Nineties heyday of Menace II Society. It’s resolutely West Coast and coherent with Lamar and Sounwave’s body of work, but universal in its scope and ambition, convincing the mainstream to come to Compton and Oakland, Long Beach and Wakanda.

“To this day, I don’t think I have my own sound,” Sounwave shrugs. “A lot of people look at me like I’m crazy when I say I don’t want my own sound. I want people to be surprised that I made that beat. So whenever I get locked into a sound, that’s when I know it’s time to step away and try to create something different.”