The first demo was composed by Tim Rice-Oxley in about 2001. Rice-Oxley said that the song came from "hammering away on the piano" explaining "I was thinking of something like David Bowie's "Heroes", which you drive along to a really rocking beat...It was one of the first things we recorded for the album." It was first played on the guitar just before Dominic Scott left the band, and recorded as a demo the same year with a Yamaha CP70 instead of the guitar. Keane recorded the final version in 2003 at the Helioscentric Studios, Rye, East Sussex for the album. Keane also played this song at the historic concert Live 8 in London, along with the single "Bedshaped".