Sometimes I
Feel like I trusted you too well
Sometimes I
Just feel like screaming at myself
Somestimes I'm
In Disbelief I didn't know
Somehow I
Need to be alone

Don't stay
Forget our memories
Forget our possibilities
What you were changing me into
[Just give me myself back and]
Don't stay
Forget our memories
Forget our possibilities
Take all your faithlessness with you
[Just give me myself back and]
Don't Stay

I don't need you anymore
I don't want to be ignored
I don't need one more day
Of you wasting me away

With no apologies

Notes:Mike and Brad's original guitar parts for this song had a reggae-style vibe. After numerous transformations (probably five or six different guitar variations), Brad developed the final recorded version. Under the working title "Sick", this song was one of the first tracks finished for this album... notably, Joe recorded the opening scratch solo on the first take.

03. Somewhere I Belong 03:33
When this began
I had nothing to say
And I'd get lost in the nothingness inside of me
I was confused
And I let it all out to find/That I'm
Not the only person with these things in mind
Inside of me
But all the vacancy the words revealed
Is the only real thing that I've got left to feel
Nothing to lose
Just stuck/Hollow and alone
And the fault is my own
And the fault is my own

I want to heal
I want to feel
What I thought was never real
I want to let go of the pain I've held so long
[Erase all the pain 'til it's gone]
It's gone]
I want to heal
I want to feel
Like I'm close to something real
I want to find something I've wanted all along
Somewhere I Belong

And I've got nothing to say
I can't believe I didn't fall right down on my face
I was confused
Looking everywhere/Only to fin that it's
Not the way I had imagined it all in my mind
So what am I
What do I have but negativity
'Cause I can't justify the
Way everyone is looking at me
Nothing to lose
Nothing to gain/Hollow and alone
And the fault is my own
The fault is my own

I will never know
Myself until I do this on my own
And I will never feel
Anything else until my wounds are healed
I will never be
Anything 'til I break away from me
And I will break away
I'll find myself today

I want to heal
I want to feel like I'm
Somewhere I belong

Notes: Originally, this started out as a sample of Chester playing acoustic guitar. Mike took the sample, replayed it, effected it, flipped it backwards, and cut it up into four pieces. Creating the main sample of the song. By the time it was finished, almost a year later, the band had rewritten most of the music around the sample. On another note, Mike and Chester wrote over 30 finished choruses for this song, each time scrapping the last one in search of something better. They eneded up recording the final version one week after the rest of the album was finished, in the studio where they were mixing.

04. Lying From You 02:55
When I pretend
Everything is what I want it to be
I look exactly like what you had always
Wanted to see
When I pretend
I can forget about the criminal I am
Stealing second after second just 'cause
I know I can/But
I can't pretend this is the way
It will stay/I'm just
Trying to bend the truth
I can't pretend I'm who you want me to be
So I'm

Lying my way from you

[No/No turning back now]
I wanna be pushed aside
So let me go
[No/No turning back now]
Let me take back my life
I'd rather be all alone
[No turning back now]
Anywhere on my own
'Cause I can see
[No/No turning back now]
The very worst part of you
Is me

I remember what they taugt to me
Remember condescending talk
Of who I ought to be
Remember listening to all of that
And this again
So I pretended up a person who was fitting in
And now you think this person
Really is me and I'm
[Trying to bend the truth]
But the more I push
The more I'm pulling away
'Cause I'm

Lying my way from you

This isn't what I wanted to be
I never thought that what I said
Would have you running from you
Like this

The very worst part of you
The very worst part of you
Is me

Notes: Mike and Joe's studio equipment was installed in the back of a tour bus during the summer of 2001, and they put it to good use. Mike came up with the intro sample and chorus music for the song during an overnight bus drive during Ozzfest (trying to record guitar in a moving bus can be very sloppy). But months later, in the studio at NRG, everything got cleaned up, replayed, and put together right.

05. Hit the Floor 02:44
There are just too many
Times that people
Have tried to look inside of me
Wondering what I think of you
And I protect you out of courtesy
Too many times that I've
Held on when I needed to push away
Afraid to say what was on my mind
Afraid to say what I need to say
Too many
Things that you've said about me
When I'm not around
You think having the upper hand
Means you've got to keep putting me down
But I've had too many stand-offs with you
It's just about as much as I can stand
Just wait until the upper hand
Is mine

So many people like me
Put so much trust in all your lies
So concerned with what you think
To just say what we feel inside
So many people like me
Walk on eggshells all day long
All I know is that all I want
Is to feel like I'm not stepped on
There are so many things you say
That make me feel like you've crossed the line
What goes up will surely fall
And I'm counting down the time
'Cause I've had so many stand-offs with you
It's about as much as I can stand
So I'm waiting until the upper hand
Is mine

One minute you're on top
The next you're not
Watch it drop
Making your heart stop
Just before you hit the floor
One minute you're on top
The next you're not
Missed your shot
Making your heart stop
You think you won.

And then it's all gone

I know I'll never trust a single thing you say
You knew your lies would divide us
But you lied anyway
And all the lies have got you floating
Up above us all
But what goes up has got to fall

Notes: The band wanted to make a heavy song with a hip hop bounce - This is what came out. Mike and Chester tried numerous singing-style choruses, but when Chester brought the screaming hook into the studio, everyone knew it was going to work. The hardest work in creating this song was in the minor details. Tightening the lyrics and capturing the performances took days to finish.

06. Easier to Run 03:24
It's easier to run
Replacing this pain with something numb
It's so much easier to go
Than face all this pain here all alone

Something has been taken
From deep inside of me
A secret I've kept locked away
No one can ever see
Wounds so deep they never show
They never go away
Like moving pictures in my head
For years and years they've played

If I could change I would
Take back the pain I would
Retrace every wrong move that I made I would
If I could
Stand up and take the blame I would
If I could take all the shame to the grave I
Would

Sometimes I remember
The darkness of my past
Bringing back these memories
I wish I didn't have
Sometimes I think of letting go
And never looking back
And never moving forward so
There would never be a past

Just washing it aside
All of the helplessness inside
Pretending I don't feel misplaced
Is so much simpler than change

It's easier to run
Replacing this pain with something numb
It's so much easier to go
Than face all this pain here all alone

Notes: Rob's playing on this song is extraordinary. He found a way to make this complex drum pattern sound easy and tasteful. Plus, he recorded it in only a few takes. On another note, the verse lyrics emerged from a free-writing exercies performed by Chester: He wrote them to no music, no beat. Mike and Don liked them a lot, and the three guys decided that this was the song to work them into.

07. Faint 02:42
I am
Little bit of loneliness
A little bit of disregard
A handful of complaints
But I can't help the fact
That everyone can see these scars
I am
What I want you to want
What I want you to feel
But it's like
No matter what I do
I can't convince you
To just believe this is real
So I let go
Watching you
Turn your back like you always do
Face away and pretend that i'm not
But i'll be here
'Cause you're all I got

I am
A little bit insecure
A little unconfident
'Cause you don't understand
I do what I can
But sometimes I don't make sense
I am
What you never want to say
But i've never had a doubt
It's like no matter what I do
I can't convince you
For once just to hear me out
So I let go
Watching you
Turn your back like you always do
Face away and pretend that i'm not
But i'll be here
'Cause you're all I got

I can't feel
The way I did before
Don't turn your back on me
I won't be ignored
Time won't heal
This damage anymore
Don't turn your back on me
I won't be ignored

No
Hear me out now
You're gonna listen to me
Like it or not
Right now

Notes: Brad came into the studio bus, where Mike was working, to record a new idea. Brad recorded scratch guitar tracks for "faint" over a click track (no drums, no music), expecting the tempo to be about 70 BPM (beats-per-minute). He returned to the bus a couple of days later, and Mike had put together the beat at 135 BPM - almost twice as fast. After careful deliberation, Brad and Mike decided the faster beat was more fun.

08. Figure.09 03:17
Nothing ever stops all these thoughts
And the pain attached to them
Sometimes I wonder why this is happening
It's like nothing I can do
Will distract me when
I think of how I shot myself in the back again
'Cause from the infinite words I could say
Put all the pain you gave to me on display
But didn't realize
Instead of setting it free
I took what I hated and made it part of me

[It never goes away]

Hearing your name
The memories come back again
I remember when it started happening
I'd see you in every thought I had and then
The thoughts slowly found words attached to them
And I knew as they escaped away I was commited myself to them
And every day I regret those things
'Cause now I see
That I took what I hated and made it a part of me

[It never goes away]

And now
You've become a part of me
You'll always be right here
You've become a part of me
You'll always be my fear
I can't seperate myself from what i've done
I've given up a part of me
I've let myself become you

Get away from me
Gimme my space back
You gotta just go
Everything comes down to memories of you
I've kept it in but now i'm letting you know
I've let you go
Get away from me

I've let myself become you
I've let myself become lost inside these thoughts of you
Giving up a part of me
I've let myself become you

Note: This song originally had rapping in the verses, then was rewritten with singing verses during the process at NRG. The singing parts remained until the recording process was finished. Then, while mixing the album, Brad, Mike, Chester and Don swapped the rap verses back in, deciding that the rapping made the song more interesting. The rest of the band didn't hear the final version of the song until the entire album was complete.
09. Breaking The Habit 03:16
Memories consume
Like opening the wound
I'm picking me apart again
You all assume
I'm safe here in my room
[Unless I try to start again]

I don't want to be the one
The battles always choose
'Cause inside I realize
That i'm the one confused

I don't know what's worth fighting for
Or why I have to scream
I don't know why I instigate
And say what I don't mean
I don't know how I got this way
I know it's not alright
So I'm breaking the habit
Tonight

Clutching my cure
I tightly lock the door
I try to catch my breath again
I hurt much more
Than anytime before
I had no options left again

I'll paint it on the walls
'Cause i'm the one at fault
I'll never fight again
And this is how it ends

I don't know what's worth fighting for
Or why I have to scream
But now I have some clarity
To show you what I mean
I don't know how I got this way
I'll never be alright
So I'm breaking the habit
Breaking the Habit
Tonight

Notes: Mike had been trying to write a song around this lyrical idea for over five years. He tried this theme a number of times, but nothing seemed to do the song justice. Meanwhile, during the process of putting together this album, Mike began workng on an interlude, crossing a digitally manipulated but with strings and piano. Unexpectedly, Brad and Joe suggested that Mike turn the two-minute interlude into a full song. Tentatively titled "Drawing," the piece was extended to three minutes and 16 seconds when Mike took it home to write lyrics. In less than two hours, the lyrics that he had been trying to put together for years fell into place. With some finishing touches, live piano, and live strings, the song was finally complete - six years in the making.

10. From The Inside 02:53
Don't know who to trust
No surprise
Everyone feels so far away from me
Heavy thoughts sift through dust
And the lies

Trying not to break
But i'm so tired of this deceit
Every time I try to make myself
Get back up on my feet
All I ever think about is this
All the tiring time between
And how
Trying to put my trust in you
Just takes so much out of me

I take everything from the inside
And throw it all away
'Cause I swear
For the last time
I won't trust myself with you

Tension is building inside
Steadily
Everyone feels so far away from me
Heavy thoughts forcing their way
Out of me

I won't trust myself with you
I won't waste myself on you
Waste myself on you
You

Notes: Phoenix came up with the original guitar idea for this song while recording with Mike in the back of the tour bus during the summer of 2002. The song's 6/8 time signature created an opportunity to juxtapose seemingly disparate rhythms, most apparent in the verses. When it came time to complete the song, the band ran into a challenge: Chester got sick. Unable to sing during his last week of scheduled recording, Chester was forced to finish his parts in New York, during the start of the mixing process. Down to the wire, the band was left wth little margin for error. Fortunately, this song and "Somewhere I Belong" were written and recorded successfully on the third floor of Soundtrack Studios, NYC.

11. Nobody's Listening 02:58
Peep the style and the kids checking for it
The number one question is
How could you ignore it
We drop right back in the cut
Over basement tracks
With raps that got you backing this up like
[Rewind that]
We're just rolling with the rhythm
Rise from the ashes of stylistic division
With these non-stop lyrics of life living
Not to be forgotten
But still unforgiven
But in the meantime there are those who wanna
Talk this and that
So I suppose it gets to a point feelings gotta get hurt
And get dirty with the people spreading the dirt
[It goes]

Notes: One of the band's many goals in writing Meteora was to take their sampled sounds to the next level. However, in creating more interesting samples, a new challenge arose: To make the wide variety of sample-based elements feel like they belonged together. At first, this song's japanese flute loop created a mood that was far different from any other song on which the band was working, and made the track feel too distant from the rest of the album. Mike and Chester decided that the singing vocals world have to somehow connect the song to the rest of the recordings. The following day, Chester's performance gave this seemingly incongruent song balance, transforming it into an essential track on the album.

12. Session 02:23
Notes: Mike created the majority of this instumental song in the back of the bus in pro tools recording software. It felt unfinished for over a year...until Brad, Phoenix, and Joe put their touches on it while in the studio at NRG. Months later, the band and mixer Andy Wallace adding a new dynamic to the song with quick panning accents in the turntable solo, most noticeable whien listening in headphones.

13. Numb 03:05
I'm tired of being what you want me to be
Feeling so faithless
Lost under the surface
I don't know what you're expecting of me
Put under the pressure
Of walking in your shoes

[Caught in the undertow, just caught in the undertow]
Every step that I take is another mistake to you

I've
Become so numb
I can't feel you there
Become so tired
So much more aware
I'm becoming this
All I want to do
Is be more like me
And be less like you

Can't you see that you're smothering me
Holding too tightly
Afraid to lose control
'Cause everything that you thought I would be
Has fallen apart right in front of you

[Caught in the undertow, just caught in the undertow]
Every step that I take is
Another mistake to you
[Caught in the undertow, just caught in the undertow]
And every second I waste
Is more than I can take

And I know
I may end up failing too
But I know
You were just like me
With someone disappointed in you

1. Papercut
Time: 3:05

Why does it feel like night today?
Something in here's not right today
Why am I so uptight today?
Paranoia's all I got left
I don't know what stressed me first
Or how the pressure was fed, but
I know just what it feels like
To have a voice in the back of my head
It's like a face that I hold inside
A face that awakes when I close my eyes
A face that laughs every time I fall
And watches everything
So I know that when it's time to sink or swim
That the face inside is hearing me
Right underneath my skin

It's like I'm paranoid lookin' over my back
It's like a whirlwind inside of my head
It's like I can't stop what I'm hearing within
It's like the face inside is right beneath my skin

I know I've got a face in me
Points out all my mistakes to me
You've got a face on the inside too and
Your paranoia's probably worse
I don't know what set me off first
But I know what I can't stand
Everybody acts like the fact of the matter is
I can't add up to what you can
But everybody has a face that they hold inside
A face that awakes when they close their eyes
A face watches every time they lie
A face that laughs everytime they fall
And watches everything
So you know that when it's time to sink or swim
That the face inside is watching you too
Right inside your skin

The sun goes down
I feel the light betray me

2. One Step Closer
Time: 2:36

I cannot take this anymore
I'm saying everything I've said before
All these words they make no sense
I find bliss in ignorance
Less I hear the less you'll say
But you'll find that out anyway

Just like before...

Everything you say to me
Takes me one step closer to the edge
And I'm about to break
I need a little room to breathe
'Cause I'm one step closer to the edge
And I'm about to break

I find the answers aren't so clear
Wish I could find a way to disappear
All these thoughts they make no sense
I find bliss in ignorance
Nothing seems to go away
Over and over again

Shut up when I'm talking to you

3. With You
Time: 3:23

I woke up in a dream today
To the cold of the static
And put my cold feet on the floor
Forgot all about yesterday
Remembering I'm pretending to be where I'm not anymore
A little taste of hypocrisy
And I'm left in the wake of the mistake
Slow to react
Even though you're so close to me
You're still so distant
And I can't bring you back

It's true
The way I feel
Was promised by your face
The sound of your voice
Painted on my memories
Even if you're not with me
I'm with you

You, now I see
Keeping everything inside
You, now I see
Even when I close my eyes

I hit you and you hit me back
We fall to the floor
The rest of the day stands still
Fine line between this and that
When things go wrong I pretend the past isn't real
Now I'm trapped in this memory
And I'm left in the wake of this mistake
Slow to react
Even though you're close to me
You're still so distant
And I can't bring you back

No
No matter how far we've come
I can't wait to see tomorrow
With you

4. Points Of Authority
Time: 3:20

Forfeit the game
Before somebody else
Takes you out of the frame
Puts your name to shame
Cover up your face
You can't run the race
The pace is too fast
You just won't last

You love the way I look at you
While taking pleasure in the awful things you put me through
You take away if I give in
My life
My pride is broken

You love the things I say I'll do
The way I'll hurt myself again just to get back at you
You take away when I give in
My life
My pride is broken

You like to think you're never wrong
You want to act like you're someone
You want someone to hurt like you
You want to share what you've been though
You live what you learn

5. Crawling
Time: 3:29

Crawling in my skin
Consuming all I feel
Fear is how I fall
Confusing what is real

There's something inside me that pulls beneath the surface
Consuming
Confusing
This lack of self-control I fear is never-ending
Controlling
I can't seem

To find myself again
My walls are closing in
Without a sense of confidence and I'm convinced
That there's just too much pressure to take
I've felt this way before
So insecure

Discomfort, endlessly has pulled itself upon me
Distracting
Reacting
Against my will I stand beside my own reflection
It's haunting how I can't seem...

6. Runaway
Time: 3:04

Graffiti decorations
Underneath a sky of dust
A constant wave of tension
On top of broken trust
The lessons that you taught me
I learned were never true

Now I find myself in question
They point the finger at me again
Guilty by association
You point the finger at me again

Paper bags and angry voices
Under a sky of dust
Another wave of tension
Has more than filled me up
All my talk of taking action
These words were never true

I wanna run away
Never say good-bye
I wanna know the truth
Instead of wondering why
I wanna know the answers
No more lies
I wanna shut the door
And open up my mind

Gonna run away

7. By Myself
Time: 3:09

What do I do to ignore them behind me?
Do I follow my instincts blindly?
Do I hide my pride?
From these bad dreams
And give in to sad thoughts that are maddening?
Do I
Sit here and try to stand it?
Or do I
Try to catch them red-handed?
Do I trust some and get fooled by phoniness,
Or do I trust nobody and live in loneliness?
Because I can't hold on
When I'm stretched so thin
I make the right moves but I'm lost within
I put on my daily façade but then
I just end up getting hurt again
By myself (Myself)
I ask why, but in my mind
I find I can't rely on myself

I can't hold on
To what I want when I'm stretched so thin
It's all too much to take in
I can't hold on
To anything watching everything spin
With thoughts of failure sinking in

If I
Turn my back I'm defenseless
And to go blindly seems senseless
If I hide my pride and let it all go on
Then they'll take from me 'till everything is gone
If I let them go I'll be outdone
But if I try to catch them I'll be outrun
If I'm killed by the questions like a cancer
Then I'll be buried in the silence of the answer
(By myself)

How do you think
I've lost so much
I'm so afraid
I'm out of touch
How do you expect
I will know what to do
When all I know
Is what you tell me to

Don't you know
I can't tell you how to make it go
No matter what I do, how hard I try
I can't seem to convince myself why
I'm stuck on the outside

8. In The End
Time: 3:36

It starts with
One thing
I don't know why
It doesn't even matter how hard you try
Keep that in mind
I designed this rhyme
To explain in due time
All I know
Time is a valuable thing
Watch it fly by as the pendulum swings
Watch it count down to the end of the day
The clock ticks life away
It's so unreal
Didn't look out below
Watch the time go right out the window
Trying to hold on
But didn't even know
Wasted it all just to
Watch you go
I kept everything inside and even though I tried
It all fell apart
What it meant to me
Will eventually
Be a memory
Of a time when

I tried so hard
And got so far
But in the end
It doesn't even matter
I had to fall
And lose it all
But in the end
It doesn't even matter

One thing
I don't know why
Doesn’t even matter how hard you try
Keep that in mind
I designed this rhyme
To remind myself how
I tried so hard
In spite of the way you were mocking me
Acting like I was part of your property
Remembering all the times you fought with me
I'm surprised
It got so (far)
Things aren't the way they were before
You wouldn't even recognize me anymore
Not that you knew me back then
But it all comes back to me
In the end
You kept everything inside and even though I tried
It all fell apart
What it meant to me
Will eventually
Be a memory
Of a time when I

I put my trust in you
Pushed as far as I can go
And for all this
There's only one thing you should know...

9. A Place For My Head
Time: 3:05

I watch how the
Moon sits in the sky
In the dark night
Shining with the light from the sun
The sun doesn't give life to the moon
Assuming the moon's gonna owe it one
It makes me think of how you act to me
You do favors and then rapidly
You just turn around and start asking me
About things you want back from me
I'm sick of the tension
Sick of the hunger
Sick of you acting like I owe you this
Find another place
To feed your greed
While I find a place to rest

I want to be in another place
I hate when you say you don't understand
You'll see it's not meant to be
I want to be in the energy, not with the enemy
A place for my head

Maybe someday I'll be just like you
And step on people like you do and
Run away the people I thought I knew
I remember back then who you were
You used to be calm
Used to be strong
Used to be generous
But you should've known
That you'd
Wear out your welcome
Now you see
How quiet it is
All alone
I'm so

You try to take the best of me
Go away

10. Forgotten
Time: 3:14

From the top to the bottom
Bottom to top I stop
At the core I've forgotten
In the middle of my thoughts
Taken far from my safety
The picture is there
The memory won't escape me
But why should I care

There's a place so dark you can't see the end
(Skies cock back) and shock that which can't defend
The rain then sends dripping
An acidic question
Forcefully, the power of suggestion
Then with the eyes tightly shut
Looking thought the rust and rot and dust
A spot of light floods the floor
And pours over the rusted world of pretend
The eyes ease open and it's dark again

In the memory you'll find me
Eyes burning up
The darkness holding me tightly
Until the sun rises up

Moving all around
Screaming of the ups and downs
Pollution manifested in perpetual sound
The wheels go 'round and the sunset creeps past the
Street lamps, chain-link, and concrete
A little piece of paper with a picture drawn floats
On down the street till the wind is gone
The memory now is like the picture was then
When the paper's crumpled up it can't be perfect again

Now you got me caught in the act
You bring the thought back
I'm telling you that
I see it right through you

12. Pushing Me Away
Time: 3:12

I've lied
To you
The same way that I always do
This is
The last smile
That I'll fake for the sake of being with you

Everything falls apart
Even the people who never frown
eventually break down
The sacrifice of hiding in a lie
Everything has to end
You'll soon find we're out of time left to watch it all unwind
The sacrifice is never knowing

Why I never walked away
Why I played myself this way
Now I see your testing me pushes me away

I've tried
Like you
To do everything you wanted to
This is
The last time
I'll take the blame for the sake of being with you

We’re all out of time, this is how we find how it all unwinds
The sacrifice of hiding in a lie
We’re all out of time, this is how we find how it all unwinds
The sacrifice is never knowing

Pushes me away