It's the year of Y2Kim, which is precisely why Brooklyn's own diminutive diva is massing her musical troops at the border - preparing for a no-prisoners hip hop takeover of the multi-platinum variety. Cue sonic boom and enter the long-awaited "THE NOTORIOUS K.I.M."

"I know it's been a long time since my last album, but Big's death has affected me in more ways than one," writes Kim in her album notes, by way of a message to her fans article continued below.....

While it's true her solo output has yet to catch up with her fast-rising fame, that reality is about to change. Enter the second release from Kim's own Queen Bee label, an incendiary second solo album that finds her teaming with co-executive producer Sean "Puffy" Combs.

"Kim's a true artist," said Combs of Kim in Vibe. "She's a perfectionist."

The pursuit of that perfection began last year at Combs's own New York City studio, Daddy's House, and included input from such serious producer talents as Puffy's Bad Boy compadre/solo artist Mario "Yellowman" Winans, with Deric "D-Dot" Angelettie, Bad Boy studio team member Nasheim Myrick, Rockwilder, Younglord, Jerome "Knowbody" Foster, Carlos Broady, Kanye West, Fury For The New Jeru, Darren "Limitless" Henson, and Shaft.

The album action gets rolling in the Puffy-produced courtroom drama-styled "Lil' Drummer Boy," which finds Kim laying out her defense alongside Cee-Lo of Atlanta's famed Goodie Mob & Jersey hip hop guru Redman, and continues with the defiant autobiographical joint, "Custom Made (Give It To You)," and the new Brooklyn-centric hip hop theme song, "Who's Number One?"

Produced by the studio duo of Rated R (Coolio) & Mas, the slow rolling, flamenco-flavored head-anthem, "Suck My D**k," is Kim's bold new chapter in the book of feminine power. On the 007-meets-rap Rambo drama of the Puffy-produced "Revolution," Kim teams with the one-and-only Grace Jones and Junior M.A.F.I.A.-man/Queen Bee solo artist Lil' Cease for a true beat-driven cinemascape - in which she memorably answers Puffy with the true Kim-ism, "I'll be down in a minute, I'm drinking a Snapple."

"She was a ball of fire," Kim has said of her work with Jones. "I went to the Bahamas recently to finish part of my album, and she was there doing a show. She found me in the studio, and we partied for the whole weekend."

On the Knight Rider-flowing "How Many Licks," Kim delves into sexual politics amid lollipopping discussions of sweaty South of the Border antics, to which R&B Romeo vocalist Sisqo provides a pulsating melodic heart, and an undeniably funky soul. With the beat-bouncing, Caribbean-inspired "No Matter What They Say," Kim brings a smooth vocal delivery to the track's wildly hum-able chorus as she breaks down the details of the Queen Bee lifestyle - "I get paid just for laying in the shade/to take pictures with a glass of lemonade" - and purposefully takes on all would-be detractors. Saucy and salacious, "She Don't Love You" stands as Kim's declaration of total sexual supremacy over all comers. Yeah, Kim really knows what a girl wants.

In reprising her "HARD CORE" fave, Kim pairs with Puffy on "Queen Bitch Pt 2," a track that sends the artist one bold step forward to the front of the rap pack. Jumping up with a large measure of step-back bravado, "Don't Mess With Me" brings Pat Benetar into the ring as Kim kisses, reminisces, and then dismisses - telling all pretenders, "I'm that bitch!" Calling on her Junior M.A.F.I.A. comrades for a classic posse cut, she gets down into the thug mix with "Do What You Like," while both the Lil' Cease collaboration of "Off The Wall" and the high-flying "I'm Human" provide the album with some serious house party dancefloor diamonds. Kim shines alongside the sweet, soulful vocals of Mr. Carl Thomas on "Right Now," a record that resides within Suzanne Vega's "Tom's Diner" in recounting a pulse-speeding inter-personal close encounter. Given a hand from new Queen Bee artist Lil' Shanice, Kim brings the proceedings to a more mellow flow for the reflective "Aunt Dot," a track about growing up and coping with those cyclical pains.

"THE NOTORIOUS K.I.M." gravitates to an emotional and inspirational center with the heart-wrenching hip hop ballad, "Hold On." The song, which features a stirring vocal performance from best friend and fellow Viva Glam III Lipstick spokesperson Mary J. Blige, goes a long way in explaining how Biggie has earned his executive producer's credit and title tribute on Kim's album.

"It's a song I wrote for Big," she said of "Hold On" in The Source. "I could only get through it once. I would always break down and cry."

The two ladies met nearly six years ago, when Junior M.A.F.I.A. shared a bill with the headlining Mary J.

"She taught me always to go with my first instinct and always to be a woman," Kim said of Mary in Interview. "She said, 'Kim, you are a strong, beautiful, and smart woman. You can make your own decisions.'"

As Kim reveals throughout the course of "THE NOTORIOUS K.I.M.," she's made all the right decisions, just as she's revealed the many facets of her compelling character. Kimberly Denise Jones's evolution into one of hip hop's true superstars began when the native of Brooklyn's Bed-Stuy neighborhood crossed paths with another young superstar-in-the-making, Christopher Wallace.

"We lived on the same block in Brooklyn," said Kim in Interview, running down the circumstances of their meeting. "I always thought he was cute, and when I first started talking to him, I felt like I'd known him for years. I was working at Bloomingdales and friends of mine said to him, 'You know, Kim knows how to rap.' He was like, 'Please! She's too cute to know how to rap.'"

It was in the early '90s that Wallace - by then know to all as the Notorious B.I.G. - turned hip hop impresario, channeling his growing industry clout into launching the Brooklyn rap collective Junior M.A.F.I.A. (Junior Masters At Finding Intelligent Attitudes). The moment for Lil' Kim had arrived.

"Biggie thought I was just going to be this little female in the back, this girl he'd put in the group because he loved me," Kim once said. "But when we came out, everyone loved our songs 'Get Money' and 'Player's Anthem,' and we blew up." Also comprised of The 6's (Lil' Cease, Chico, Nino Brown); the Snakes (cousins Trife and Larceny); and Solo MC Klepto, the group entered the top 10 of the Billboard 200 in September of 1995 with its Undeas/Big Beat/Atlantic debut album, "CONSPIRACY." As the album crashed into the #2 spot of the Billboard R&B chart, Junior M.A.F.I.A. hit the road for their first major tour, opening shows across the U.S. for Biggie. That fall, the JM kept it rolling as they scored RIAA gold with their "Player's Anthem" single, the record that notably put the spotlight on Kim and Cease. In less than a year, the group earned RIAA platinum with both its "Get Money" single and the "CONSPIRACY" album.

It was then that Kim and Biggie laid plans for "HARD CORE," the Undeas/Big Beat/Atlantic debut that would team Kim with a host of top producers, including Puffy, Jermaine Dupri, Prestige, and High Class - while enjoying some serious support from partners in rhyme, Junior M.A.F.I.A.

In November of 1996, Kim stepped out in record-breaking solo fashion with a #11 (with a bullet) debut on the Billboard 200 for "HARD CORE," marking what was the highest-ever debut for a female hip-hop artist on that chart. The album's impressive, out-of-the-box achievements were driven in part by the break-out success of Kim's debut single, "No Time," a nine-weeks-at-#1 rap chart smash that featured none other than Puffy. In addition to receiving critical acclaim in such publications as The Source (three-and-a-half mics), Billboard, and Elle, Kim was spotlighted in a Source profile titled "Momma Superior: As Rap's Newest Female Soloist, Lil' Kim Leaves The Inhibitions At The Door And Gives The World A Taste Of What Young Sexuality Is All About." It's the kind of headline she'd inspire again and again.

"Asserting herself sexually like a hip-hop Millie Jackson, Kim's ribald accounts of healthy sexual appetite come off as empowering," said Time Out. "Kim is a revolutionary figure in the sense that she's a woman who is articulating the same perverted thoughts that men have been rhyming about for years," said CMJ in their "Dope!"-rated review. Spin concurred, stating "Lil' Kim is possessed of so much natural panache and audacity that she packs the attack of a 50-foot woman."

"I was just being myself," says Kim of "HARD CORE." "Now there are so many women out there doing what I did."

Prior to her solo coming out party, Kim added her voice to tracks by the likes of Skin Deep, the Isley Brothers, Mona Lisa, and Total, in addition to contributing her "HARD CORE" cut, "Queen B@$#H," to the RIAA gold Big Beat/Atlantic soundtrack to 1996's High School High. She also joined with Junior M.A.F.I.A. on the platinum-certified soundtrack to the 1996 feature film Sunset Park with "We Don't Need It" (which Kim also recorded for "HARD CORE"). On March 5, 1997, Kim earned RIAA gold with "No Time." However, after March 9th, her life would never be the same: That night, Biggie was shot to death while leaving an industry event at the Petersen Automotive Museum in the Mid-Wilshire District of Los Angeles.

"After he died, honestly, I wanted to remain a baby for a while," said Kim. "He was everything to me. My father, brother, and mentor. He would tell me when to go to sleep, when to wake up. It was crazy."

"Big had a plan for me," she added. "He always told me I'd be rich, but more than that, he wanted me to be happy. He contributed so much to my life - and he still does. He's with me every day, he's with me in my music, and with my musical family - Lil' Cease, D-Roc, and the Mafia. I'll always love him with all my heart."

By the end of 1997, Kim's RIAA track record continued with platinum awards for "HARD CORE" and "Not Tonight." In between the release of "HARD CORE" and "THE NOTORIOUS K.I.M.," - as she struggled to cope with her loss - Kim contributed to recordings by Jay-Z, Missy "Misdemeanor" Elliott, Mobb Deep, Funkmaster Flex, Black Rob, and even Tommy Lee's Methods of Mayhem.

In March of 1998, Puffy invited Kim to sign on as one of the featured performers on his all-star "Bad Boy Tour," one of rap's most successful road shows. Just last year, Kim made her small screen debut in the season finale of VIP, the popular series launched by gal pal Pamela Anderson. Recent endorsement deals with MAC Cosmetics, Candie's shoes, and Iceberg jeans have combined to push Kim even further into the national consciousness. Kim has also earned a pair of Soul Train/Lady of Soul awards, took the stage as a presenters at the VH1 Fashion Awards and The Source Awards.

Still, Kim's rhymes tell the tale of a young woman who, regardless of her many accomplishments, still knows how to find her way home - even as her Jersey crib calls her to cross the Hudson and Hollywood continues to beckon her West. Kim made her big screen debut in 1999's She's All That alongside the likes of Freddie Prinz, Jr. (I Know What You Did Last Summer), Kevin Pollack (The Usual Suspects, Casino, From The Earth To The Moon), Anna Paquin (The Piano, X-Men) and Matthew Lillard (SLC Punk).

Last summer, on The Biz front, Kim made her introductions as the CEO of her own Queen Bee Records with the release of "THE WONDERFUL WORLD OF CEASE-A-LEO," the solo debut from Lil' Cease - which notably featured the Cease/Kim collaboration, "Play Around." Kim again rocked the industry at last year's MTV Video Music Awards, making all the gossip columns after Miss Diana Ross acknowledged her with a love tap to her left one - to which many culture vultures assigned as the Queen Bee's symbolic welcome to the big time. "People always make a big deal out of nothing," Kim said of the dirty Diana incident. "Behind stage, she and I kicked it. She was like the most down-to-earth icon I've ever met! Plus, I was so happy just to be part of that event and, for me, it was a historic moment."

As further testament to her star power, earlier this year Kim was invited to induct Earth, Wind & Fire into the Rock And Roll Hall of Fame during ceremonies held at the Waldorf-Astoria in New York. Among her fellow presenter that evening were such legends as Paul McCartney, Diana Ross, Patti Smith, and John Mellencamp. While anticipation for the new album has reached juggernaut proportions, Kim has appeared - complete with wigged-out fashion spreads - on the covers of such publications as Vibe, The Source, Out, XXL, Genre, Sister 2 Sister, Honey, and Interview - which became one of the magazine's biggest selling issues.

"Her capacity to calculate what you want her to be and then become it - a skill she honed in the streets of Brooklyn, N.Y. - makes her damn near interactive," wrote Robert Marriott in his Kim cover story for the June/July issue of Vibe. "Raunchy, vulnerable, demure. Mae West. Bessie Smith. Lady Godiva. Blue-eyed Barbarella, aqua-haired ghetto mermaid - she's the virtual black girl staring at you from billboards and magazine covers in a dazzling array of guises."

"I take bits and pieces from everybody," said Kim of her many fashion influences. "I've always studied the fashion of women who were beautiful and glamorous - Marilyn Monroe, Dorothy Dandridge, Millie Jackson, Tina Turner, Eartha Kitt, Josephine Baker, even Brooke Shields. I always loved the way Cher looked, and Donny and Marie. A lot of credit goes to my mom as well. She's got a great sense of style."

However, no matter how much of herself Kim reveals, there remains an unknowable side - the part of the road map she has yet to unfold.

"I think God has a plan for me," Kim has said. "There are some people who still don't understand. But I know by the end of my fulfillment they will."