Every member of the band helped write songs for their fifth studio album. They wrote at two different times: first, after the Clash of the Titans tour; second, in late 1991, after a one-month break. Megadeth started recording the album in January 1992, at Enterprise Studios in Burbank, California. Max Norman, who mixed the music on "Rust in Peace", produced the album. Megadeth took almost four months to make the band's best-selling album, "Countdown to Extinction". 