Before things turned sour between the two rappers, Biggie actually looked up to Tupac and considered him a friend. During Biggie's early rap days, Tupac was already a huge star with chart-topping records and movie deals. The two met on the set of Poetic Justice while Tupac was filming, and Biggie learned that the established star was a fan of his music. They became friends, with Biggie staying at Tupac's Los Angeles home multiple times and even performing on stage with him.

At one point, Biggie even asked Tupac to take over as his manager. However, Tupac denied and apparently told Biggie that staying with Puff would be better for his career in the long run. Unfortunately, the shooting outside of Quad Recording Studios happened shortly after and dissolved any chance of Tupac and Biggie reconciling before their deaths.