The riff for this song dates back to sessions for the 1993 album Are You Gonna Go My Way. Kravitz told Billboard magazine: "In actuality, it was a different song with a different melody and lyric. I pulled the riff back out and then I cut the lyric and the melody. But my guitar tech looked at me like, 'That's depressing, man. I love the riff, but it's depressing.' It was about dropping out of society. So, he challenged me. I went home that night, wrote completely different lyrics and melodies and put it down."