Warren G's sophomore album Take A Look Over Your Shoulder is one of hip-hop's greatest albums. This fun and interesting album has it all: bouncing party beats, the thoughtful lyrics, and that great G-Funk style and flavor. The songs are all touched with sun-soaked keyboards, and most notably the great guitar in many of the songs. The innovative styles and rapping on this album are breezy and laid-back, which is definitely Warren's style. In my mind, he is the true originator of G-Funk production, not Dr. Dre or Big Hutch, and Daz Dillinger would be G-Funk's greatest innovator. Warren also is a great rapper, his lyrics are comical and thoughtful at the same time. This was Warren's first album to be released on his new label, G-Funk Recordings, and this album has excellent guests as well. Nate Dogg, Ron Isley, Jayo Felony, Mr. Malik, The Five Footaz, The Twinz, Reel Tight, and Erick Sermon, plus many others. These guests fit well with Warren's beautiful beats.
Highlights on this album include "Annie Mae", a great duet with Nate Dogg, which will remind many of Warren's hit "Regulate", because it once again has Warren and Nate trading lines. This time though, it's about a girl named Annie Mae, and Warren and Nate compliment each other well here. The second single "Smoking Me Out", features Ron Isley singing the hook for a bouncy party track. Warren puts in a very nice rap, as well as on the excellent "Reality", a laid-back track celebrating a sunset gangsta scene. On "Young Fun", Jayo Felony and Knee-Hi join Warren for a funky gangsta track about life as a kid. Even though the promotional version of "What We Go Through" features Kurupt and Daz Dillinger and was taken off of the album, the new one is an excellent track, featuring Bad A$$, Mr. Malik and Technique (who is listed on the album as Perfect) for a pretty piano-laced track. On this song, Warren disses LL Cool J, really tearing him up. Many have wondered why Warren did diss LL, and it was because LL dissed Warren on his 1995 Mr. Smith LP. "We Brings Heat" is a nice track that features The Five Footaz and The Twinz, and is very good though Warren's beat sounds kind of like West Coast Mobb Deep (if one can picture that), it's still a great beat. "Transformers" is another nice keyboard-laced track, extremely nice laid-back track with a vocoder chorus. My favorite is "Relax Your Mind", which features Reel Tight singing the chorus, and a relaxing beat that really does clear your thoughts. "To All DJ's" is sure to get the party up, an extremely funky track with Mr. Malik. The first single "I Shot The Sheriff", is another one of the album's best, while the remix is included and done by Erick Sermon of EPMD, and the beat is a sample of "Strictly Business", performed by EPMD. On the European version, there is the bonus "What's Love Got To Do With It", and the song's remix. I have heard it and it's a great song, with cool guitars and lyrics. All of the tracks are good, "Back Up" is probably the album's worst, but it still is excellent.
To conclude my review, I would recommend this if you like G-Funk. If you do, it's a must.