“Guilty Conscience” by Eminem (ft. Dr. Dre)

According to Eminem, “Guilty Conscience” was inspired by a scene from the classic National Lampoon college-based comedy Animal House. In the said comedy, one of the characters therein is depicted as being tempted to do something naughty by the devil, while an angel is advising him to the contrary. 

You can view the lyrics, alternate interprations and sheet music for Eminem's Guilty Conscience at Lyrics.org.

And in the case of this song, the devil, if you will, is portrayed by Eminem or more specifically his Slim Shady persona. And Dr. Dre takes on the role of the righteous side of the subjects’ conscience, of which there are three in this song.

Number 1

The first subject is a character named “Eddie”. And the moral dilemma he is faced with is deciding whether or not to rob a liquor store. So in the first verse, the scene is set with Eddie standing outside of said establishment, contemplating whether to proceed with the crime or not. 

And basically, anyone already familiar with Slim Shady’s personality would know that he’s the type to advise Eddie like ‘f**k it, just do it’. But it is actually Dre who serves as the main vocalist of this verse. And what he is rather telling the subject is “think of the consequence(s)” of his actions beforehand. 

For instance, Eddie is obviously pretty well known in the ‘hood or something like that, as the Doctor is telling him that it is inevitable he will be ‘exposed’ after the robbery. Also, the clerk inside the store is depicted as being mad old. So the implication would be that it is unfair, if you will, to violently rob someone that aged. And as far as Slim goes, Dre is telling Eddie to ignore him.

Number 2

Meanwhile, the second verse is based on a different debate which was more directly inspired by the aforementioned film. Here, the subject’s name is “Stan”. And to make a long story short, he ends up making out with an underaged girl at a party. 

So what Shady is inspiring him to do is drug and the girl and then, most simply put, date r-pe her. But the Doctor is pointing out that taking advantage of a 15 year old like that “is not fair”.

However, Shady persists, so Dre buttresses his argument by noting the prospect that sleeping with this girl can result in Stan contracting an STD and/or “get(ting) hauled off to jail”. But you know, Slim doesn’t care, so he keeps encouraging Stan to “hit” it, “raw dog” even, as in without protection.

Number 3

Then finally, the third subject we’re introduced to is one “Grady”. He’s presented as “a 29 year old construction worker”. Upon returning home after busting his a-s on the J-O, “find(s) his wife” in bed with another dude. 

Witnessing something like this can quite easily lead to what in legal jargon is referred to as a crime of passion. And relatedly we have Eminem, in traditional Slim Shady fashion, urging Grady to c-t his wife’s head off. 

And to note this time around Dre actually agrees with him, in that the Doctor likewise feels that Grady has an actual reason to be very much upset. But the Doctor is once again advising the subject to think about the consequences, in this case how offing his wife would affect their daughter for instance. Meanwhile, Shady is like Grady should also kidnap the child in the aftermath.

And while we’re on the subject of aftermaths, this piece is in fact a product of Aftermath Records and, in relation to the rap scene of the day which artists like Dr. Dre and Eminem helped fashion, is meant to by and large comedic. 

The Conclusion

So the song concludes with Shady, in jest, basically calling Dre a hypocrite for playing the role of a good guy. After all, this is the same Dr. Dre who infamously assaulted a female media personality named Dee Barnes in 1991. 

And this is also the same Dre who made a name for himself in the music industry by being one of the pioneers of gangsta rap. Dre actually pioneered the violent, street-based form of rap music which went on to dominate the genre. 

But the Doctor counters by asserting that he’s able to levy such advice as detailed above because he’s made similar mistakes in the past. But as far as the Grady case goes, he ultimately gives in to the dark side and, akin to Eminem, advises the subject to “shoot them both”, i.e. his wife and the dude she’s cheating with.

And to reiterate, if you’re sitting here reading this analysis none of this may sound particularly funny. But these types of lyrics are what the entertainment industry refers to as dark humor. 

Anyone familiar with Eminem’s artistry, as supported by Dr. Dre, knows that around the turn of the century especially Marshall’s main shtick was his ability to drop such lyrics, those that tread the fine line between real-life angst and related actions being depicted, in some cases, in humorously exaggerated ways. 

Think of songs such as “Drug Ballad“, “The Kids” or even his first hit, “My Name Is“, as examples. So at the end of the day, let’s say that this is the type of track that one would have to be into gangsta rap and/or dark humor to truly appreciate.

Release Date of “Guilty Conscience”

“Guilty Conscience” was released on June 8 of 1999. Rapper Eminem featured one of hip hop’s greats, Andre Romelle Young known in hip hop as Dr. Dre. The song came off the album, “The Slim Shady LP”. It was also listed on the rapper’s “Curtain Call: The Hits”, a greatest hits album of 2005.


The song was widely accepted around the world. It peaked at No.1 in the UK and No.56 in the US.

“Guilty Conscience” earned a nomination for the award, “Best Rap Performance by a Duo or Group” at the Grammy Awards in 2000.

Dr. Dre was nominated twice in that category. His second nomination was for his performance with Snoop Dogg on the song, “Still D.R.E.”. On the night, the award was won by The Roots and Erykah Badu’s “You Got Me”.

Writing Credits for “Guilty Conscience”

“Guilty Conscience” was written and composed by performers of the song, Eminem and Dre.


Eminem and his feature, Dr. Dre were slapped with a lawsuit in September of 2003 by Harlene Stein. She claimed “Guilty Conscience” had samples of the song, “Pigs Go Home”, a song composed by her husband, Ronald Stein for the 1970 comedy film, “Getting Straight”.

Liner notes on the album gave sampling credit to “Pigs Go Home” but Harlene was not paid any royalties for the song. Furthermore, her husband wasn’t credited for it hence the lawsuit.

“The Slim Shady LP”

“The Slim Shady LP” is Eminem’s 2nd studio album. It was released on February 23 of 1999.

The album came out through record labels, Aftermath Entertainment, founded by Dr. Dre and Universal Music Group’s Interscope Records.

It won many accolades and was instrumental in turning Eminem into an elite hip hop artist from the underground rapper that he was.

It was included in Spin’s “The 300 Best Albums of 1985–2014”.

Rolling Stone’s included it in their list of “The 500 Greatest Albums of All Time”.

Over 283,000 copies of the album were sold within its first week of release.

Over 5,437,000 copies had been sold by November 2013 in the US alone.

The album won the award, “Best Rap Album” at the Grammy Awards in 2000.

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