Doom and Madlib started working on "Madvillainy" in 2002. Madlib created one hundred beats in a matter of weeks, some of which were used on "Madvillainy", some were used on his collaboration album with J Dilla "Champion Sound", while others were used for M.E.D.'s and Dudley Perkins' albums. Even though Stones Throw booked Doom a hotel room, he spent most of the time in Madlib's studio, based in an old bomb shelter in Mount Washington, Los Angeles. When the duo wasn't working on the album, they were spending free time together, drinking beer, eating Thai food, smoking marijuana, and taking psychedelic mushrooms. "Figaro" and "Meat Grinder" were among the songs recorded during this time.