"Hooker with a Penis" refers to a fan who accused the band of selling out after their first EP. "OGT" is taken to stand for "Original Gangster Tool". Keenan whispers in the left channel throughout the song. At 1:41, "consume, be fruitful, and multiply" may be alluding to Genesis, which contains the phrase "be fruitful and multiply" six times. During Lollapalooza 1997, a version of "Hooker with a Penis" remixed by Billy Howerdel in the form of lounge music played over the public address system between sets.