This song started with a bass riff laid down when vocalist Brandon Boyd was away in Bali and evolved from there. Guitarist Mike Einziger recalled on KROQ-FM's Kevin & Bean Show: "He (Boyd) had to leave on this trip so we were like, let's just try to make studio magic while he was gone so we started sending him idea. All four of us were in the studio jamming. That song just came out of us all in the studio improvising. It was like, 'Oh wait, what's that? Oh cool.' And it just evolved."
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