Songfacts®:

• Staind guitarist Mike Mushok discussed his vision for the song in a interview with Artist Direct's Rick Florino: "Initially, that was something completely different musically. That's the one song on the record like that. It was really heavy. It sounded like a riff that could've been off of Paranoid. It was this real low Black Sabbath-style riff that went into this arpeggiated chord part. Everybody loved the heavy riff, but (bass player) Johnny K came back and said, 'Everything Aaron (Lewis) sings on it sounds bluesy. It doesn't really fit with the way the riff is.' I was like, 'Let's rewrite it.' We rewrote the verse first, and we ended up rewriting pretty much the entire song. We originally tried to keep the same riff in there as the intro. It was probably my favorite music. However, the intro riff we loved to begin with didn't really fit anymore. It felt out of place with the chorus and the bridge idea. We came back after the weekend and we had to come up with something else for it. We came up with that intro riff now."
• The band came close to imploding while creating the Staind album, and at one point Aaron Lewis and Mushok were barely speaking to one another. Mushok told Artist Direct: "'Paper Wings' was the song that probably caused the biggest rift between Aaron and me. He took the bridge and made it the verse. He made the outro a pre-chorus. It got down to the end, and that's the way the song stayed. He loved the bridge and wanted to sing over that as the verse. It's cool the way it is, but that song took a minute there to figure out. We have this whole other song that we never ended up even using though."