D-12: Kon Artis, Proof, Kuniva, Swifty, Bizarre (rap vocals).

Producers include: Dr. Dre, The 45 King, Mel-Man, F.B.T., Eminem.

Engineers: Richard "Segal" Huredia, Mike Butler, Aaron Lepley.

THE MARSHALL MATHERS LP won the 2001 Grammy Award for Best Rap Album. "The Real Slim Shady" won the 2001 Grammy Award for Best Rap Solo Performance. THE MARSHALL MATHERS LP was nominated for the 2001 Grammy Award for Album Of The Year.

Personnel: Eminem (vocals); Mike Elizondo (guitar, keyboards); John Bigham (guitar); Tom Coster, Jr., Camara Kambon (keyboards).

Audio Mixers: Chris Conway; Mike Butler; Michelle Lynn Forbes; Akane Nakamura; Eminem; Rob Ebeling; Richard Huredia; Rick Behrens.

Recording information: 54 Sound, Detroit, MI; Chung King; Encore Studios; Larabee Sound Studios; The Mix Room; The Record Plant, Los Angeles, CA.

Photographer: Joe-Mama Nitzberg.

It's hard to know what to make of Eminem, even if you know that half of what he says is sincere and half is a put-on; the trick is realizing that there's truth in the joke, and vice versa. Many dismissed his considerable skills as a rapper and social satirist because the vulgarity and gross-out humor on The Slim Shady LP were too detailed for some to believe that it was anything but real. To Eminem's credit, he decided to exploit that confusion on his masterful second record, The Marshall Mathers LP. Eminem is all about blurring the distinction between reality and fiction, humor and horror, satire and documentary, so it makes perfect sense that The Marshall Mathers LP is no more or no less "real" than The Slim Shady LP. It is, however, a fairly brilliant expansion of his debut, turning his spare, menacing hip-hop into a hyper-surreal, wittily disturbing thrill ride. It's both funnier and darker than his debut, and Eminem's writing is so sharp and clever that the jokes cut as deeply as the explorations of his ruptured psyche. The production is nearly as evocative as the raps, with liquid basslines, stuttering rhythms, slight sound effects, and spacious soundscapes. There may not be overpowering hooks on every track, but the album works as a whole, always drawing the listener in. But, once you're in, Eminem doesn't care if you understand exactly where he's at, and he doesn't offer any apologies if you can't sort the fact from the fiction. As an artist, he's supposed to create his own world, and with this terrific second effort, he certainly has. It may be a world that is as infuriating as it is intriguing, but it is without question his own, which is far more than most of his peers are able to accomplish at the dawn of a new millennium. ~ Stephen Thomas Erlewine

A Caucasian rapper from Detroit, a Dr. Dre disciple with bright blonde hair--at first glance, Eminem seemed the unlikeliest of hip-hop stars. However, his debut, THE SLIM SHADY LP, contained clever rhymes and even the occasional innovation. His sophomore effort, THE MARSHALL MATHERS LP, proved that Eminem was no fluke, but instead a legitimate rap visionary.

While his horror/shock rap can be unsettling, it's more often hilarious, as he and his Slim Shady character skewer anyone and everyone, notably the MTV-based world that surrounded him after the success of his first record. Few can come up with rhymes as consistently clever as this Motor City madman, and lines that will be repeated as long as this CD is spun. The most startling moment has to be "Stan," featuring haunting, ethereal guest vocals from Dido; an incongruously sublime track, it spins an O. Henry-meets-'60s teenage-death-song tale of obsessed fan worship gone terribly wrong.