No Way Out

1	No Way Out (Intro) 1:22
2	Victory 4:56
3	Been Around the World 5:25
4	What You Gonna Do? 4:55
5	Don't Stop What You're Doing 3:58
6	If I Should Die Tonight (Interlude) 2:59
7	Do You Know? 6:06
8	Young G's 5:25
9	I Love You Baby 4:03
10	It's All About the Benjamins Remix 4:38
11	Pain 5:08
12	Is This the End? 4:34
13	I Got the Power 4:05
14	Friend 6:37
15	Señorita 4:07
16	I'll Be Missing You 5:43
17	Can't Nobody Hold Me Down 3:51

Barnes & Noble

In the late '80s and early '90s, artists like Tone Loc, Young MC, Hammer, and Vanilla Ice set the standard for rap's pop appeal. But when it crossed over on its own terms, poppy hip-hop all but vanished. That is, until the arrival of Puff Daddy (a.k.a. Sean "Puffy" Combs), the ace producer who brought back the novelty of good times when no one was expecting it. Following the drive-by killings of Tupac Shakur and Puffy's pal Biggie Smalls (a.k.a. the Notorious B.I.G.), many observers were ready to sound hip-hop's death knoll, underestimating the power of the music in general and Puff in particular. NO WAY OUT was more than half finished when Biggie was killed, so Puff turned the album's unfinished tracks into a tribute to his slain colleague. His "I'll Be Missing You" rewrote the Police's "Every Breath You Take" as a eulogy to Biggie, while other tracks gave new life to old hits. Puffy's genius for appropriation extended to picking vocal colleagues to offset his self-consciously nonchalant flow, and NO WAY OUT sets aside quality time for Biggie and Lil' Kim, while inviting Busta Rhymes, Jay-Z, Foxy Brown, Ginuwine, and Faith Evans along for vital cameos. NO WAY OUT was a groundbreaking record, proving that hip-hop innovators come in as many different guises as the rock stars they continue to knock off the top of the charts. Martin Johnson

All Music Guide

Before releasing his first solo album, Puff Daddy (aka Sean "Puffy" Combs) was famous as the producer of the Notorious B.I.G., Junior Mafia, Craig Mack, Lil' Kim, and many other rappers. As he was making his solo debut, the Notorious B.I.G. was murdered, and that loss weighs heavily on Puff's mind throughout No Way Out. Even though the album has some funky party jams scattered throughout, the bulk of the album is filled with fear, sorrow, and anger, and it's not only evident on the tribute "I'll Be Missing You" (a duet with Faith Evans and 112 that is based on the Police's "Every Breath You Take") but also on gangsta anthems like "It's All About the Benjamins." That sense of loss makes No Way Out a more substantial album than most mid-'90s hip-hop releases, and even if it has flaws -- there's a bit too much filler and it runs a little long -- it is nevertheless a compelling, harrowing album that establishes Puff Daddy as a vital rapper in his own right. Leo Stanley