We sent Duncan and Jeremy out with some portable DAT machines. They went everywhere for a couple of days, from outdoor carnivals to indoor malls and airports and hotel lobbies -- just to get as many different sounds as possible. They brought it in, we assembled it all and towards the end, Mike put some on his computer (utilizing CakeWalk). I put some on my computer (a SADIE workstation), and we assembled it and just flew it into the recording. We also had other things. The next door neighbour at my studio operates a machine shop, so one day I sent Mike over to tape this huge machine punching a hole through metal, and we slowed it down and you hear it in ever verse just underneath the snare.- Arnold Lanni, Canadian Musician, 1997

We didn't want to go overboard, and let them play a lead part, but sometimes we couldn't get what we wanted from the guitar or bass, so we created a sound that conveyed a color. For Carnival I sent Duncan and Jeremy out to get atmospheric sounds. They took a portable DAT machine and went to several malls and places where they had Ferris wheels and lots of kids. I even had Jeremy playing hub caps and coffee tins.- Arnold Lanni, Words and Music, July 1997

I don't even remember playing [the scary little guitar lick].- Mike Turner, Maximum Guitar, Nov. 1997

Mike: There's actually a cool story with how it happened. We sort of sequestered ourselves in a cottage in northern Toronto to write this record. We did it by leaving a tape running, we had a cassette machine and a microphone in there, we just left it running. The cottage is also pretty seriously haunted. I know that says all granola and groovy.

Duncan: It's never been haunted before.

Mike: Coutts family cottage, so he's still complaining about it. Jeremy saw stuff.

Duncan: I saw stuff. Jeremy was playing with a Ouija board.

Mike: Which was stupid, stupid!

Duncan: I only did it once before. I was with a bunch of people and they asked "is this a good spirit or a bad spirit" and simultaneously all the candles in the room blow out. I'm like, I'm never touching a wee gee board again. So Jeremy buys a Ouija board to bring up to the cottage. He's like "I want a bad spirit, I want a bad spirit." He literally went into this trance 6 hours later and some really weird things happened. We were sifting through the tape a couple days later.

Mike: We were going back through the tape and I heard that (hums the strange melody) and everybody's like, ewww!

Duncan: Where did that come from?

Mike: No one remembered playing it. It was like "did anyone remember this? What were we working on when this happen?" Basically that section was almost complete. The song sprang out of that pretty quickly, it has that vibe. We tried to keep that kind of dark, semi-twisted vibe to it.

Duncan: It's just got one of those cool vibes too it, it'll always be a weird song for us.- Mike Turner & Duncan Coutts, Canoe, 29 Nov. 1997