Staind guitarist Mike Mushok discussed his vision for the song in a interview with Artist Direct
's Rick Florino: "Initially, that was something completely different musically. That's the one song on the record like that. It was really heavy. It sounded like a riff that could've been off of Paranoid
. It was this real low Black Sabbath-style riff that went into this arpeggiated chord part. Everybody loved the heavy riff, but (bass player) Johnny K came back and said, 'Everything Aaron (Lewis) sings on it sounds bluesy. It doesn't really fit with the way the riff is.' I was like, 'Let's rewrite it.' We rewrote the verse first, and we ended up rewriting pretty much the entire song. We originally tried to keep the same riff in there as the intro. It was probably my favorite music. However, the intro riff we loved to begin with didn't really fit anymore. It felt out of place with the chorus and the bridge idea. We came back after the weekend and we had to come up with something else for it. We came up with that intro riff now."