Guitarist Mark Tremonti
came up with the riff as a result of producer Michael 'Elvis' Baskette's wish to have at least one song with a big heavy swing to it on The Last Hero
. Tremonti recalled:
"He referenced one of our songs from ABIII
and he wanted this heavy groove swing song. So I'd go home every night and I'd try to come up with the riff then present my favorite.
I came up with the riff in that process. It doesn't really have a swing to it, but when I was in that mode of trying to riff out on stuff I stumbled on that and I knew I really wanted to make it happen as it was one of my favorite ideas. It's probably my favorite track on the whole record."