How the Death Of Eminem's Best Friend Proof Marked His And D12's Downfall

Eminem might be the commercial face of The Dirty Dozen, but Proof was the alpha male. In the 1990s, Eminem was only a Gilbert Lodge's cook in Michigan when DeShaun 'Proof' Holton started making a name for himself. Proof, who grew up in the same neighborhood as Eminem, linked up with local heroes, like J

Eminem might be the commercial face of The Dirty Dozen, but Proof was the alpha male.

In the 1990s, Eminem was only a Gilbert Lodge's cook in Michigan when DeShaun 'Proof' Holton started making a name for himself. Proof, who grew up in the same neighborhood as Eminem, linked up with local heroes, like J Dill & Slum Village, and was already famous in the Motor City for his freestyling skill. Proof was Eminem's first mentor, who took Em to the Hip-hop Shop and honed his craft. The rest is history.

Eminem was, and still is, everywhere and untouchable. With the back-to-back release of the Trinity of his discography catalog, The Slim Shady LP (1999), The Marshall Mathers LP (2000), and The Eminem Show (2002), nobody could go head-to-head with Em. After Dre made Eminem in his lab and catapulted him into superstardom, Em didn't forget to take his homies, who'd been there for him since day one, with him.

"From ’94 to ’97, the possibilities of any of us getting a deal was good," Bizarre recalled to Rolling Stone. "We were, like, the best MCs in Detroit. It was like, ‘Yo, whoever get on first and get a deal, come back and get everybody else.'"

Then, D12 was born.

The Early Days

You might know Eminem as that vanilla guy and 'Mr. Lead Singer of My Band' of D12, but it was actually Proof who glued the members together. The original idea of D12 was to find 12 illest Detroit emcees to form a Wu-Tang-like group, but instead, Proof only managed to find 6. Then, the idea turned into giving all these six illest Detroit emcees their own split personality to 'push the envelope'; Proof as Derty Harry, Eminem as Slim Shady, Bizarre as Peter S. Bizarre, Kuniva as Rondell Beene, Swift as Swifty McVay, and Mr. Porter as Kon Artis. There was also another original member, named Bugz, who sadly passed away in 1999 before The Dirty Dozen gained international fame.

"They’re my foundation," Eminem said about D12 members, as reported by Rolling Stone. "If I lose my foundation, then what do I have? Just to be by myself on a big-ass mountain, a little lonely rich bastard? Not only are these guys my friends, I don’t trust nobody new that I meet. At all."

After Eminem burst into the scene, he fulfilled his promise. He signed the other five rappers, including Proof, to his Shady Records imprint as D12. The group's debut album, which was also Shady Records' first album, Devil's Night, hit the stores on June 19, 2001, with singles like Purple Pills, S**t on You, and Fight Music.

The album's title was a nod to a Halloween tradition in their hometown Detroit where people set abandoned homes ablaze, just as portrayed on 8 Mile. "We want to rep our city with our style," Swift told HotNewHipHop. "The dark, hardcore emcees from the city ... We want to put our city in the map."

The group's sophomore album, D12 World, was released on April 27, 2004, the same year Eminem's Encore was dropped. Released in memory of their late comrade Bugz, D12 World was supported by singles like My Band and How Come. Interestingly, How Come talks about the strain between the members of D12 as Eminem rose to stardom.

Even though the group contained the sharpest emcees with the hardest pen games, there's no denying that they somehow lived under Eminem's shadow. Back in the days on tour, D12 used to have a different dressing room, and Em got his own.

"He’ll come over to our dressing room sometimes like, ‘Why don’t y’all come over with me?’" Kon Artis told Rolling Stone. "Like a little kid: ‘Come play with me.'"

Proof even stepped up to be Eminem's best man on Em's wedding with Kim, which only lasted for 82 days.

Related: A Fall From Grace: Facts About Eminem’s 2004 Album, Encore

The Ill-Fated Night at the CCC Club

On April 11, 2006, a physical brawl between Proof and a war veteran Keith Bender broke out after a game of billiards gone wrong at the CCC Club on 8 Mile Road, Detroit. Mario Etheridge, who was Keith's cousin, shot Proof once in the head and twice in the chest and killed him instantly at the scene. Detroit was mourning. D12 was mourning. Eminem was mourning. Hip-hop was mourning.

8 days later, more than two thousand people, from Eminem, all the D12 members, to 50 Cent, attended Proof's service at the Fellowship Chapel. He was put to rest at Woodlawn's Cemetery, forever.

"He came to me one day when I was living in my house on the east side and threw a pair of shoes at me," Eminem said during his speech at the funeral. "He said, "Put 'em on your feet." I said, "Why?" He said, "Cause I'm tired of you wearing them dirty ass shoes. He illuminated the room when he walked in."

"Without Proof, there would be a Marshall Mathers, but there would not be an Eminem, there would not be a D12, and there would not be a Slim Shady," he added.

Since then, D12, and especially Eminem, were never the same. Following his death, the crew lost its direction. Everybody pursued a path as a solo artist, but none of them really made it for a long while. Swift ended up in jail after that because he failed to turn up at a court date he was supposed to be at because he was at the funeral.

Eminem, who already had a battle against addiction going on with his life, had it even worse with Proof's death. The next following months were a tough battle for Em, and in 2007, he collapsed in his bathroom after a methadone overdose.

Related: Modern Day Angry Blonde: Revisiting Eminem’s 2013 Album, The Marshall Mathers LP 2

Proof's Legacy

The remaining members did all they could to cherish Proof's legacy. Eminem featured a track from Proof on his 2007 Shady Records compilation album, Eminem Presents: The Re-Up, titled Trapped. His next album, Relapse (2009), was dedicated to the late rapper.

"No matter how much time passes, not a day goes by that I don't think of you. If it weren't for you, I would not be where I am today, and we both know it," Eminem writes on the booklet of Relapse. "You'd be happy to know that I spazzed out on 'em again!"

A track from his 2010 album Recovery, titled You're Never Over, was also dedicated to Doody. He raps, "And Proof, not many are lucky enough to have a guardian angel like you / Lord, I'm so thankful, please don't think that I don't feel grateful, I do." There's even an unreleased title track called Difficult where Em vividly details the heart-wrenching funeral, "Doody, most of my life it's just been me and you there / And I continuously stare at pictures of you."

Related: 12 Years Of Sobriety: Facts About Eminem’s 2010 Album, Recovery

What's New for The Dirty Dozen

If Proof was here with us today, he would be proud of D12 members. With Eminem's recent release Music to be Murdered By, he holds the record as the only artist to have ten consecutive number-one albums. Bizarre jumps into the violent album on the track These Kinda Night, with Mr. Porter in the producing booth. Kuniva, on the other hand, released his album The Bando Theory in 2019 with solid production and a deadly pen game. Swift linked up with Kuniva in 2020 for a joint album, titled My Brother's Keeper. The video of its single, My Why, was directed by Proof's oldest son, DeShaun Rice, and dedicated to the late general. The video features some unseen footage from their early D12 days with cameos from all the D12 members and Em's manager Paul Rosenberg.

It's been 14 years since Proof's death, and even though he's not widely and commercially known, he remains one of the most influential people in hip-hop. Rest in peace, Doody.

Next: What Happened To Eminem’s D12? Here’s What They’ve Been Up To, In 18 Pics

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