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Flipside (Freeway song)

Third single from Freeway's debut album Philadelphia Freeway.

Flipside (Freeway song)

Bernd Schwabe in Hannover · CC BY-SA 3.0

"Flipside" is a track by American rapper Freeway, issued as the third single from his first studio album, *Philadelphia Freeway* (2003). The song features fellow American rapper Peedi Crakk and was produced by Just Blaze. It was released through The Island Def Jam Music Group and Jay-Z's Roc-A-Fella Records.

The track began as an R&B version of Beanie Sigel and Freeway's "Roc the Mic." Freeway created his song "Make the Cake" over the same beat, which Just Blaze later reworked to give it a different sound. Originally, rapper Oschino of State Property was slated for the final verse, but he was removed. Peedi Crakk was then added, performing the intro and second verse, and the song was retitled "Flipside."

Music critic Nathan Rabin of *The A.V. Club* praised the song, noting that while Freeway shares Sigel's gritty, streetwise sensibility, he proves surprisingly effective at pop-oriented dance-rap on "Flipside," where Just Blaze delivers his best impression of Timbaland.

The music video was shot in Philadelphia, Pennsylvania in May 2003. It depicts Freeway hosting a block party on his street until police shut it down. The crowd then moves to Peedi Crakk's block, only for police to end that party as well. Finally, they continue celebrating on the rooftops. Cameo appearances include Memphis Bleek, drug kingpin Alton "Ace Capone" Coles, Michael Blackson, Shelly Rio, Jay-Z, Cousin Ervan (Cousin E), Young Gunz, Beanie Sigel, Killer Mike, State Property, Damon Dash, and Kareem "Biggs" Burke.

artist
Freeway featuring Peedi Crakk
producer
Just Blaze
album
Philadelphia Freeway
release_label
The Island Def Jam Music Group / Roc-A-Fella Records
genre
Hip hop
single_type
Third single

Lore & Background

The song originated from an R&B version of 'Roc the Mic' by Beanie Sigel and Freeway. Freeway made his song 'Make the Cake' to the beat, while Just Blaze reworked the beat to make it sound different. The song originally featured rapper Oschino of the group State Property in the last verse, but he was removed from it. Peedi Crakk was later included on the track, in which he performs the intro and second verse. The song was renamed as 'Flipside'.

Reader's Guide

Flipside represents a notable moment in Freeway's early career, showcasing his ability to blend gruff street sensibility with pop-friendly dance-rap. Music critic Nathan Rabin praised the song in The A.V. Club, noting that Freeway proves 'surprisingly adept at poppy dance-rap' on the track, with Just Blaze doing 'his best Timbaland impression.' The music video, filmed in Philadelphia in May 2003, depicts a block party that is shut down by police, then continues at Peedi Crakk's block and eventually on rooftops. The video features cameo appearances from numerous Roc-A-Fella and State Property affiliates, including Memphis Bleek, Jay-Z, Beanie Sigel, and Damon Dash. The song's evolution from a reworked beat and the replacement of Oschino with Peedi Crakk illustrates the collaborative and iterative process behind its creation.

Did You Know?

Origins & Production

The track that would become "Flipside" did not arrive fully formed. Its roots trace back to an R&B rendition of "Roc the Mic," a collaboration between Beanie Sigel and Freeway. Working from that same instrumental foundation, Freeway initially laid down a verse he called "Make the Cake." Producer Just Blaze then stepped in and reworked the beat, reshaping its sonic character so the new track would feel distinct from its predecessor. The personnel also shifted during the production process. Rapper Oschino, a member of the group State Property, was originally slated to deliver the final verse, but he was ultimately cut from the recording. In his place, Peedi Crakk was brought in to perform both the introductory section and the second verse. With the new lineup locked in and the beat reimagined, the project was given its final title: "Flipside." The transformation from a Sigel-Freeway R&B cut to a standalone single illustrates how the Roc-A-Fella studio process could repurpose existing material into something entirely new.

Critical Reception & Sonic Identity

When "Flipside" reached critics' attention, the response highlighted an unexpected dimension of Freeway's artistry. Writing for The A.V. Club, Nathan Rabin singled out the track as evidence that the Philadelphia rapper could operate comfortably outside his usual lane. Rabin observed that while Freeway shared Beanie Sigel's raw, street-level intensity, he demonstrated a surprising facility for what the critic described as poppy dance-rap on this particular cut. The production played a central role in that assessment. Rabin characterized Just Blaze's work on the track as the producer channeling his "best Timbaland impression," suggesting the beat carried the layered, rhythmic complexity associated with Timbaland's signature style. This critical framing positioned "Flipside" as a moment where gritty East Coast rap sensibility met a more accessible, groove-driven sound. For Freeway, whose debut album Philadelphia Freeway was still establishing his identity in 2003, such praise validated his range beyond the harder-edged material that defined much of his early catalog. The Timbaland comparison, in particular, elevated the production to a level of sophistication that resonated with listeners who appreciated intricate beatcraft.

Music Video & Philadelphia Showcase

The visual companion to "Flipside" was shot in Freeway's hometown of Philadelphia, Pennsylvania, during May 2003, grounding the song firmly in its local culture. The narrative follows a block party that Freeway hosts on his own street, only for police to arrive and shut the gathering down. Undeterred, the crowd relocates to Peedi Crakk's block, where the celebration resumes—until law enforcement ends that one as well. The party ultimately migrates to the rooftops, giving the video a sense of escalating, unstoppable energy. What makes the production particularly notable is its extraordinary roster of cameo appearances. The camera captures Memphis Bleek, drug kingpin Alton "Ace Capone" Coles, Michael Blackson, Shelly Rio, Jay-Z, Cousin Ervan, Young Gunz, Beanie Sigel, Killer Mike, the group State Property, Damon Dash, and Kareem "Biggs" Burke all within the frame. The sheer density of recognizable figures turned the video into a snapshot of the Roc-A-Fella orbit and Philadelphia's broader hip-hop community at its peak, functioning almost as a living document of the era's social and artistic networks.

Release & Label Context

"Flipside" entered the market as the third single extracted from Freeway's debut studio album, Philadelphia Freeway, which arrived in 2003. The single carried the names of two major labels: The Island Def Jam Music Group and Jay-Z's Roc-A-Fella Records, reflecting the dual-distribution structure that characterized much of the Roc-A-Fella catalog during that period. The track featured Peedi Crakk alongside Freeway, with Just Blaze credited as the sole producer. As the third single from the album, it served as a later-stage promotional push, suggesting the label identified it as a track with crossover appeal beyond the harder material that anchored the record. The involvement of both Island Def Jam and Roc-A-Fella underscored the commercial infrastructure behind the release, giving the song access to a wider distribution network than a purely independent or smaller-label effort would have allowed. For Freeway, whose debut was still building momentum in 2003, the single represented an opportunity to showcase a more melodic, dance-oriented side of his artistry to a broader audience, leveraging the production pedigree of Just Blaze and the star power of the Peedi Crakk collaboration to extend the album's reach past its initial critical and fanbase reception.

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