For this album, the eels are E, Butch, Kool G Murder, Lisa Germano and Joe Gore.
Much of the album was recorded live in the studio. This differs from the usual process whereby eels songs are recorded layer by layer in E's basement.
Butch was unavailable for the corresponding tour and was replaced by Puddin. This was the first time Butch was not available and meant E was finally the only omnipresent member of the Eels.
In the booklet, the final two people who are thanked are "Mrs. E" (i.e. E's wife) and "You" (i.e. the listener).
The back of the booklet features a picture of an amplifier with a note written on the top which reads "E, Do not touch knobs!".
