In May 2004, Mustaine started working on his solo album again. EMI, the band's European record label, said that the album had to be released by Megadeth. Mustaine wanted to get the band back together to release the album. He talked to Nick Menza, Marty Friedman, and David Ellefson about it. Nick Menza wanted to join Megadeth again, but Friedman and Ellefson did not. Menza did not stay with the band for a long time. Mustaine said Menza was not ready for a tour, and "it just didn't work out". "The System Has Failed" was going to be the band's first album without Ellefson. Chris Poland, who played guitar on Megadeth's first two albums, was hired to make guitar solos. This was the first time Poland and Mustaine worked together since the 1980s. Poland did not join the band because he wanted to work on his jazz project named OHM.