T-Pain creates his signature ad-libs by first recording random words as "scratch vocals" and then refining them into the melodic highlights that define the song. 3. The "Strip Club Connoisseur"

Fans long debated the line "booty bigger than a simoleon." While some thought it was a mispronunciation of "Samoan," it was actually a reference to the Seminole tribe (the "Seminole" or "Simoleon" nickname), nodding to his Florida roots and Florida State University’s mascot.

The lyric "I didn't even know it until they called her to the stage" refers to a real incident where T-Pain was shocked to find a bartender he frequently visited was actually a dancer.

By 2013, T-Pain was battling a deep depression after years of industry backlash against Auto-Tune. Critics—and even peers like Usher and Jay-Z—had labeled him a "one-trick pony" whose time had passed. "Up Down" was originally intended as the lead single for his fifth album, Stoicville: The Phoenix , and its massive success (eventually going ) proved he could still command the charts. 2. Fact vs. Fiction in the Lyrics