In addition to promoting his Promatic side project, readying a solo EP and LP, shooting scenes for Eminem's "Superman" video and working on the Dirty Dozen's second album, D12's Proof has found himself caught up in the feud between Em and Benzino.

Not only has Benzino been trying to make Eminem feel his wrath in a recent string of dis records, he also called Obie Trice and D12 "house n---as" (see [article id="1458854"]"Benzino Ignites Beef By Calling Eminem '2003 Vanilla Ice'"[/article]).

"Let's deal with the facts of the situation," Proof said. "This is nothing but misplaced frustration. Em does not know Benzino; Benzino does not know Em. It's nothing personal between them. If he's mad that a white person can get away with saying such and such, why don't you just address the media?

"It makes no sense," he continued. "Then it's evident that you're trying to make more of a presence at retail. Now you're on MTV and BET. You were never there before. [D12] was about to retaliate on him, but we called Em and we thought, 'Why even waste energy on this dude? We're about to put a dope album together.' "

Proof said he and his crew have just opened up shop on the sequel to last year's Devils Night, but most of his time lately has been geared toward finishing up his first solo LP, Searchin 4 Jerry Garcia.

"The reason I named it Searchin 4 Jerry Garcia [is] if you study the life of Jerry Garcia, his demise was due to a combination of stress, drugs and poor diet," explained Proof. "Every individual on this earth has to touch one of those. I feel we're all searching for Jerry Garcia. Either you're doing drugs, you're stressed about something one day, and we all have poor diets. On Searchin 4 Jerry Garcia, it's a more personal Proof. At the same time, it's not going into the whole personal persona how Eminem would do it. And I'll give this away -- it's gonna flow. It's a travel, me going to Seattle and searching for Jerry Garcia. You'll see."

The extent of the travel will be evident in the album's liner notes, which will include such producers as Eminem, former Slum Village member Jay Dee, Ski and newcomer DJ House Shoes. Plus, each song on the album is named after a musician or icon, with such titles as "Janis Joplin," "Kurt Cobain," "Billie Holiday," "Neil Armstrong" and "72nd & Central," which he identifies with John Lennon.

"Even in my house, me and my ex-wife we used to get into it," Proof said, explaining one of the songs that popped into his head. "I never hit her, but she hit me, so I named her 'Ike Turner.' "

Putting the album together allowed Proof to "vent in different direction to show other skills," he said. "There's no shock value in any of the songs. I feel like, 'Why should I take that from over there and bring that over here when [D12 are] gonna do that again anyway?'

"It's real nerve-racking right now," he admitted. "You know why? We gotta reinvent ourselves. And we gotta come for our respect at the same time. We came out and went pop off the top. It demolished our street credibility instantly. We gotta reinvent ourselves but not destroy ourselves. What you do is give more. You give them more you, you hit your mixtapes. How you get your street credibility back is give back to the streets. Give them what they want, give them an adrenaline rush."

D12 are still deciding who they are going to work with, but Proof said they're thinking about Kool Keith and Pharoahe Monch and they're definitely going into the studio with fellow Anger Management Tour alumni Papa Roach.

The earliest anyone will see a D12 album is probably summertime, while Jerry Garcia is scheduled to drop February 18. Meanwhile, Proof just dropped an independent vinyl-only EP called Electric Cool Aid: Acid Testing.