Tom Waits produced this song with the band and also sings on it along with Les Claypool and Martina Topley-Bird, who can be heard on tracks by Tricky and Massive Attack. Waits is also credited with playing the Chamberlin, which is an organ-like instrument similar to a Mellotron.
Primus hadn't used a producer before but thought they needed some help completing their Antipop album, so they brought in Waits, Stewart Copeland
, Tom Morello, Matt Stone and Fred Durst to work on it, acting as guest producers. They got through it, but Primus didn't make another album until Green Naugahyde