After their 1992 highly acclaimed debut Runaway Slave, Show and AG’s sophomore effort showcased a wider range of skill and darker sound. Show explained to Watch Loud: I believe it was much more dark. Dark music you know, and that’s probably because those were the records I was getting into at the time. The album’s title was named after AG’s crew in the Bronx’s Patterson Projects. Unlike the duo’s debut which featured both Show and AG on vocals, Goodfellas switches the dynamic to a more traditional MC/producer format with Show focused solely on the beats. AG detailed some the reasoning behind that with Watch Loud as well: I just wanted to rap on that album. I’m this raw emcee that just wants to spit bars. And I think Goodfellas allowed me the platform to do that. This was me trying to say Imma hold this shit down with these rhymes. I gotta prove that to me right now.