Throwback Thursday: Eminem Destroys Sway In 2004 Freestyle Battle

Slim Shady was still riding high off his multi-platinum Encore, and Sway still had dreads.

With Eminem's eighth studio album, The Marshall Mathers LP 2, out this week and already setting records on SoundScan, #TBTMTV takes a look back at the year 2004, when Em was riding high off the multi-platinum success of his fifth solo set, Encore and, to his own admission, prescription drugs.

The Detroit spitter took a few L's that year — he lost the Best Rap Album Grammy to Kanye West's Late Registration — but when it came to battling MTV's own Sway Calloway in a freestyle rap battle, the blond-haired rap technician emerged victorious.

"I'll say top of the head...Slim Shady weaker than the ankles on an elderly lady/ Faker than a mannequin posing at Old Navy/ Screw it I'ma change your name, introducing Slim Brady," Sway rapped to get things started.

Back then, Slim Shady was at the height of his comedic genius, brandishing a biting lyrical wit that has only been sharpened like a blade over time. Sway, of course, didn't stand a chance.

"Off the top of your head, it's not off the top of your head," Said Em, dressed in an oversized tracksuit. "I'll take the turban off the top of your head, if you flat on the floor dead/ Yo, I'm #1 and that suit right there is from 1981/ And first of all, you don't want to step to me, look at your shoes dog, they broke as f---, they broker than you, look at your gear/you queer, get the f--- outta here, I don't wanna have it, here/ Take another beer, go take a sip, here/ Go sit down, do yourself a favor, 'cause dog, you're a clown."

And nine years after that infamous battle, Sway and Em sat down yet again on Monday night to talk about the controversy surrounding his lyrics on Marshall Mathers LP 2. And much like in 2004, Slim Shady is fully aware of the effects of his bars. "Since I came in this game, my mentality still, to this day, is very much like it was at the Hip-Hop Shop, where I rap to get a reaction," he said.

"When I look back at it, we were wearing a lot of baggy clothes then and I kind of looked like a clown," Sway told MTV News after reviewing the vintage clip.

"I just wanted to relive a scene and be a victim of an Eminem freestyle battle and that was on my bucket list, so I caught him off guard with it," he said, detailing the impromptu battle that Em never saw coming. "I still got served, but I never took so much pride in somebody serving me."