The Meaning of Eminem’s “Like Toy Soldiers”

Eminem at the MTV Europe awards in 2004.

Eminem’s “Like Toy Soldiers” is fueled by frustration over disputes between hip-hop artists, and specifically his own beefs with rappers Ja Rule and Benzino, then-editor of The Source. The track appeared on his 2004 album Encore, and samples the 1988 Martika song, “Toy Soldiers”.

“Like Toy Soldiers” features two extended verses where Eminem raps in a somber voice over a low-key, snare-driven beat. First, though, we hear the chorus, which is where the “Toy Soldiers” sample comes into play: “Step by step, heart to heart, left, right, left / We all fall down like toy soldiers.”

Within the context of the song, the toy soldiers represent hip-hop artists who fight as if they’re being controlled by outside forces, such as their friends or the desire to sell records. Eminem is suggesting that being involved with these beefs often brings down everyone involved, as he will explore in the verses.

In the first verse, the Eminem explains his reasons for writing the song, and expresses his frustrations about the point that things had reached in his own beefs, and the greater state of the hip-hop community at the time. He has never been one to shy away from public confrontation, as we heard on “The Real Slim Shady,” but this time things had gone too far:

I’m supposed to be the soldier who never blows his composure
Even though I hold the weight of the whole world on my shoulders
I ain’t never supposed to show it, my crew ain’t supposed to know it
Even if it means goin’ toe to toe with a Benzino it don’t matter
I’d never drag them in battles that I can’t handle unless I absolutely have to
I’m supposed to set an example
I need to be the leader, my crew looks for me to guide ’em
If some shit ever does pop off, I’m supposed to be beside ’em

First verse to “Like Toy Soldiers” by Eminem (1/3).

Eminem begins by referencing two songs off his previous album, 2002’s The Eminem Show: “Soldier” and “Hailie’s Song.” He then references himself as the leader of his crew, which was D12 at the time, and laments the fact that he can’t show his internal struggles on the outside, and regrets bringing anyone else into his disputes with other rappers, notably the rapper and Source co-owner Benzino.

Benzino in 2004.

The Benzino and Eminem beef goes way back to 2002, when Benzino released an Eminem diss track called “I Don’t Wanna”. Things got more heated after they gave Eminem’s otherwise well-liked album The Marshall Mathers LP a 2/5 mic review (upped to 4 later, Em still didn’t like it), and Benzino began to trash talk the “Stan” rapper in the press. Their beef continued for many years, though in 2022 Benzino has been trying to end it.

What spawned “Like Toy Soldiers” though, was Benzino’s threatening of Eminem’s daughter, Hailie, in his 2003 diss track “Better Lose Yourself,” along with Ja Rule’s use of her name later that year. In “Better Lose Yourself,” Benzino raps: “Tell Hailie it ain’t safe no more (nah)/ Daddy better watch yo’ back at the candy store.”

We see this in the next part of the verse:

That Ja shit I tried to squash it, it was too late to stop it
There’s a certain line you just don’t cross and he crossed it
I heard him say Hailie’s name on a song and I just lost it
It was crazy, this shit went way beyond some Jay-Z and Nas shit
And even though the battle was won, I feel like we lost it
I spent so much energy on it, honestly I’m exhausted
And I’m so caught in it I almost feel I’m the one who caused it
This ain’t what I’m in hip-hop for, it’s not why I got in it

First verse to “Like Toy Soldiers” by Eminem (2/3).

Ja Rule set him off even further with the song “Loose Change” later in 2003. “Loose Change”, Ja Rule raps: “Em, you claim your mother’s a crackhead / And Kim is a known slut / So what’s Hailie gon’ be when she grows up?”

Ja Rule started the beef after Eminem got signed to 50 Cent’s Shady Records in 2002, and they exchanged blows for a bit until Ja went too far with “Loose Change”, and Eminem responded with a “Hail Mary” over the famous Tupac beat, where he absolutely destroys Ja Rule along with 50 Cent and Busta Rhymes. Check that out:

Many consider “Loose Change” to be the moment that Ja Rule tanked his career, as the response from Eminem & co massively outdoes and humiliates him. Ja Rule took a hiatus from music in 2005, and has never truly returned to the spotlight.

Next, Eminem references the famous Jay-Z and Nas beef, which was much more innocent in comparison. He then goes on to acknowledge his victory in the Ja Rule beef, but explains that he isn’t exactly proud but just exhausted, and that it didn’t even feel like a win to him.

Eminem’s frustrations are somewhat fueled by a fear that things will escalate and somebody will be killed as a result of his beefs, or some of the other beefs that were going on in hip-hop at the time:

That was never my object for someone to get killed
Why would I wanna destroy something I help build
It wasn’t my intentions, my intentions were good
I went through my whole career without ever mentionin’
And that was just out of respect for not runnin’ my mouth
And talkin’ about something that I knew nothing about
Plus Dre told me stay out, this just wasn’t my beef
So I did, I just fell back, watched and gritted my teeth
While he’s all over T.V. down talkin’ a man who literally saved my life
Like fuck it I understand this is business
And this shit just isn’t none of my business
But still knowin’ this shit could pop off at any minute cause

First verse to “Like Toy Soldiers” by Eminem (3/3).

Here, he references someone getting killed as if it had happened as a result of these beefs, but in fact it hadn’t. D12 member Bugz was killed in 1999, but that had nothing to do with a beef. Some people assume that this was a reference to Proof, but this was 2004 and Proof’s death wasn’t until 2006.

Eminem and Proof live at the 2004 MTV Europe awards.

Since we’re on the subject of beefs, and Eminem is getting ready to make a reference to Suge Knight, it can be assumed that Eminem was referencing the deaths of Biggie and Tupac, whom were killed as a result of hip-hop beef going too far.

When he raps about going through his “whole career without ever mentionion’ (blank)”, Suge is the word he would have said, as it rhymes with “good” in the line before. This is who Dr. Dre was beefing with, and apparently Dre had asked Eminem to stay out of it. Eminem found this difficult because of the love he has for Dr. Dre, but he obliged out of respect.

Eminem closes the verse by acknowledging that beefs are often done for publicity, and that they are just part of the hip-hop business. Still, he feels as if things could escalate anytime — and then he lets that beautiful chorus ride again.

That brings us to the second verse, where Eminem begins by remembering better times in hip-hop:

There used to be a time when you could just say a rhyme
And wouldn’t have to worry about one of your people dyin’
But now it’s elevated cause once you put someone’s kids in it
The shit gets escalated, it ain’t just words no more is it?
It’s a different ball game, you call names and you ain’t just rappin’

Second verse to “Like Toy Soldiers” by Eminem (1/4)

Again, Eminem circles back to the fact that these rappers used his daughter’s name in their songs, and took things to the next level. He says that once you bring somebody’s kids into the beef, it gets serious and stops being just about hip-hop, and starts being about life. What Eminem means here is that the situation he’s in is the type of situation that gets people killed, and he really doesn’t want to see it reach that point.

Next, Eminem provides more details on the beef that ended Ja Rule’s career, and how it all started:

We actually tried to stop the 50 and Ja beef from happenin’
Me and Dre had sat with him, kicked it and had a chat with him
And asked him not to start it he wasn’t gonna go after him
Until Ja started yappin’ in magazines how we stabbed him
Fuck it 50 smash him! Mash on him and let him have it
Meanwhile my attention’s pulled in another direction
Some receptionist at The Source who answers phones at his desk
Has an erection for me and thinks that I’ll be his resurrection
Tries to blow the dust off his mic and make a new record
But now he’s fucked the game up cause one of the ways I came up
Was through that publication the same one that made me famous
Now the owner of it has got a grudge against me for nothin’
Well fuck it, that motherfucker could get it too, fuck him then

Second verse to “Like Toy Soldiers” by Eminem (2/4).

Ja Rule and 50 cent have had a longstanding beef that goes way back to 1999, and escalated when 50 Cent was stabbed in 2000 during an altercation with some of Ja Rule’s Murder, Inc. associates. Eminem claims to have sat down with 50 Cent and tried to stop the beef from happening, but then Ja Rule brought it upon himself by running his mouth in magazines. After this, Eminem encourages 50 Cent to beef with Ja Rule, and later, of course, gets involved with it himself.

Eminem and 50 Cent in 2002.

Then, Eminem explains how he’s got two beefs going at the same time, mentioning something about a receptionist at The Source who started things with him (the Marshall Mathers LP Review). Eminem says that the writer doesn’t understand that the readerbase at The Source loves him, and the magazine is the one who made him famous, so they’re shooting themselves in the foot by trashing him.

Finally, he brings it to Benzino, and expresses frustration about how he started a beef with him for no reason. This is true, and Benzino’s beef with Eminem was widely viewed to be started as a publicity stunt, though ultimately it led to the downfall of The Source (as it was known at the time) and Benzino’s being terminated from his position with the magazine.

Next, Eminem pivots to the streets, and shows some more love for his homies in D12, the “soldiers”:

But I’m so busy being pissed off I don’t stop to think
That we just inherited 50’s beef with Murder Inc
And he’s inherited mine which is fine ain’t like either of us mind
We still have soldiers that’s on the front line
That’s willing to die for us as soon as we give the orders
Never to extort us, strictly to show they support us
We’ll maybe shout ’em out in a rap or up in a chorus
To show them we love ’em back and let ’em know how important it is
To have Runyan Avenue Soldiers up in our corners
Their loyalty to us is worth more than any award is

Second verse to “Like Toy Soldiers” by Eminem (3/4).

With this part, Eminem is again drawing attention to the screwed-up nature of the hip-hop game. He mentions that him and 50 Cent have these soldiers on the streets who would do anything for them, including die just for a shoutout in a song.

This is vaguely threatening, but is also Eminem’s way of showing appreciation for the people who have been by his side since the beginning. He gives a special shout out to the Runyan Ave Soldiers, a hip-hop group formed by D12 members and Eminem’s hometown friends from Detroit, Kon Artis and Kuniva.

Eminem in Detroit in 2004.

Finally, Eminem closes by extending an offer of peace, but certainly not an apology:

But I ain’t tryna have none of my people hurt and murdered
It ain’t worth it, I can’t think of a perfecter way to word it
Than to just say that I love ya’ll too much to see the verdict
I’ll walk away from it all ‘fore I let it go any further
But don’t get it twisted, it’s not a plea that I’m coppin’
I’m just willin’ to be the bigger man
If ya’ll can quit poppin’ off at the jaws, well then I can
Cause frankly I’m sick of talkin’
I’m not gonna let someone else’s coffin rest on my conscience cause

Second verse to “Like Toy Soldiers” by Eminem (4/4).

In his final lyrics, Eminem makes an effort to end all of his beefs at once, because again, he doesn’t want to see the situation escalate to the point of somebody getting killed. He sends love to his enemies, even the ones who dissed him, but he makes himself quite clear when he says that this isn’t him tapping out.

Basically, Eminem is telling Ja Rule and Benzino to back off, and ensuring that if they back off then so will he. What he implies, however, is that if there are any more mentions of Eminem’s family, then somebody is going to get killed, and he certainly doesn’t want to see that.

Looking back at this song nearly 20 years removed from its release, none of the people involved in this beef ended up being killed as a result. “Like Toy Soldiers” is seen as one of the best songs to come out of Eminem’s long and storied career, and rappers are definitely still beefing.

Watch the music video for “Like Toy Soldiers” by Eminem below.

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