Metal up Your Ass was recorded on November 29, 1982, at the Old Waldorf in San Francisco. The support band was Exodus, featuring Metallica's soon-to-be lead guitarist Kirk Hammett. The band played all their original material (nine songs) that they had written up to that point, which included all the songs from their previous demo No Life 'Til Leather and two new songs (which were later released on the Megaforce demo). Two covers of Diamond Head songs were played: "Am I Evil?" and "The Prince", however "The Prince" was not recorded as the tape had run out. Both the name and album cover of this demo were to be used as the band's first album name and sleeve. However, Metallica's record company did not let them use the name "Metal up your ass" for an album name. Cliff renamed the album when out of emotion, he said, "I hate the managers let's just Kill 'Em All".