Guitarist Bill Kelliher wrote the music for this song, composing the riff on a James Hetfield model ESP, whilst drummer Brann Dailor penned the lyrics. Kelliher recalled to Artist Direct
: "I was sitting in my hotel room in Luxembourg because we had a couple of days off there. It's a very simple, easy, and heavy riff. I didn't think it would catch on with anybody else, but Brann was like, 'I hear some really cool vocals there!'"
"It just blossomed into this huge six-minute song with cool leads," he continued. "They're not solos, but leads in the middle of the song I put together my song. It's something I worked really hard on."