This song was written in 2006 in Italy while Mastodon were in Europe on the Blood Mountain tour. The band also penned "Crack The Skye" on the same day.
Vocalist and bassist Troy Sanders recalled to Kerrang! magazine: "Brent (Hinds, vocals/guitar) was playing a real simple, Melvin-ish rock riff and I just took out my Dictaphone and recorded him. Five years later, it was still rocking, so Brent relearned it and we threw in some other interesting ideas and we started grooving to it."
The animated video was directed by Californian pop-surrealist artist Tim Biskup, whose artwork is highly regarded by the band. Biskup explained the concept behind the clip as, "basically about waking up to find yourself being chased by death and having to reckon with dying and what that actually means to you." "It's a life/death metaphor where the girl in the video goes from hunted to hunter," he continued. "There's a whole lot more going on metaphorically, and the symbolism goes very deep and is very specific, but I'll leave the rest up to interpretation."