Following in the traditional style of storytelling hip-hop. Kess The MC reminisces on being raised by a single mother while growing up in New York City during its notorious crack epidemic. He goes into detail on all the troubles he put her through. From cutting up in school, hustling and eventually landing in jail. He then goes on to celebrate his mother's strong will to succeed, telling us how she graduated from college while simultaneously working an off the books day job with no help from his Father. As noted in the hook, "Pop's didn't care Ma was # 1". In the end Kess thanks his Mother for never giving up on him and keeping the faith that her son would persevere.

Produced by DJ Gomi.