The single is produced by Dr. Dre and fellow Aftermath producer Mel-Man. Dre’s verse was written by then Aftermath artists Hittman, The D.O.C. and Ms. Roq. The single’s title harks back to Dre’s and Snoop Dogg’s smash hit «Nuthin’ But a «G» Thang» from Dre’s 1992 solo debut The Chronic, in which Snoop Dogg instructs listeners at the end of the chorus to «just chill till the next episode». That line refers to the song «It’s My Thing» from the EPMD album Strictly Business, which in fact did not refer to this single but to its predecessor, a song from 1993 originally recorded for Doggystyle but not included in its final version. Snoop, Dre, and Nate each have verses, while Kurupt shares the hook with Snoop and Dre.

The song has many references to 2Pac’s «California Love», which he did with Dre while at Death Row Records, and To Live & Die in LA. Originally listed on the back cover of Doggystyle as «Tha Next Episode», the original version of the song was by Snoop Dogg featuring Dr. Dre, and had a much different beat and different lyrics. The original was 4:36 long, and referred to Dre’s «Nuthin’ but a ‘G’ Thang» numerous times. The background of the original was later used in Warren G’s «Runnin’ Wit No Breaks» on the Regulate…G Funk Era album.