Songfacts®:

• This song features Timbaland who also co-wrote and co-produced the track.
• The song's music video was directed by Alan Ferguson (Fall Out Boy, Gym Class Heroes). Cornell told MTV News that the promo reflects the feel of the Scream album. He explained: "The idea Alan had for the video, which is pretty ingenious, is sort of capturing the two moods of the music," he said. "There's kind of two things going on. It's a record that's 111 beats per minute, which is fast. But the music and lyrics and the vocals are actually kind of slow and relaxed and flowing over this beat that's pretty uptempo and kind of chaotic and excited. The way Alan's shot the video, he's shooting both at the same time. My role in the video is performing the song in super-slow-motion, where I'm existing in this Zen-like world, singing these song lyrics and everything going on around me is super-fast, super-chaotic, and I'm just suspended in it. It's a filmic piece that has something to say about the song lyrics and the feel of the music. It's going to be very much a cinematic video."
• The Scream album is considerably more R&B orientated than Cornell's previous work. This is down to the influence of producer Timbaland. Cornell explained to MTV News: "For me, it was sort of a natural thing, to go out and make a record I hadn't made before. It wasn't a situation where I sat for a long time and thought about what my next move should be. It was quick, and the idea came to me after Timbaland had done a couple of remixes from the Carry On album. It got back to me that he was actually a fan and was interested in doing original material, and I got on the phone with him, and I suggested we go make a whole album. He was interested in that idea, and before I knew it, we were in the studio."
• Cornell told MTV News that the album is one "piece of music with orchestration that ties all the songs together and turns it into this album-oriented piece that, in some ways, I think is similar to albums of the '70s, where people still played an entire album at once."
• In its second week on the Billboard 200, the Scream album plummeted 55 places from #10 to #65. This was the largest second-week drop for a top 10-debuting LP since the Mars Volta's Amputechture also fell 55 slots from 9-64, on the chart dated October 7, 2006. The previous time a top 10-debuting album plunged harder in its second week was on November. 21, 1998, when Phish's The Story of the Ghost slid 57 places from #8 to # 65.
• This was used on the TV show One Tree Hill in the 2008 episode "Bridge Over Troubled Water."