This was written by Trivium on tour. Bassist Paolo Gregoletto recalled on his website
: "Matt (Heafy) had some cool riffs, I had some cool riffs, and they ended up working well together. We jammed it at a sound check and demoed it out to remember it for pre-pro. Sometimes the best songs come together that simple."
"It's a very somber song both lyrically and musically through out.," he added. "I remember the day we jammed it at the Chance in Poughkeepsie being very grey and bleak outside."