After a break from touring, the band spent four months in the studio writing and recording White Pony, the longest amount of time they had dedicated to an album thus far. Moreno explained that the majority of this time was spent trying to write songs, and that the writing of "Change (In the House of Flies)" was the turning point where the band began working as a group. Despite being pressured to release the album sooner, the band decided to take their time making the album. Cheng explained that "We didn't feel like we had anything to lose, so we made the record we wanted to make." Moreno did not have a common theme in mind lyrically, but made a conscious decision to bring an element of fantasy into his lyrics, explaining that "I basically didn’t sing about myself on this record. I made up a lot of story lines and some dialogue, even. I took myself completely out of it and wrote about other things. Once I did that I was able to sing about anything I wanted to, I could be a lot more general. There’s a lot of stuff on this record that people are going to question me about, and I can just remove myself from it. It’s not me. I’m writing a story here." Although the band initially wasn't intending to include guest musicians in the record, the album features additional vocals by Maynard James Keenan on "Passenger", Scott Weiland on "Rx Queen", and Rodleen Getsic on "Knife Party".