The album was recorded in 2002 at Space Studio in Seattle, Washington. The band members produced the album themselves. The album was mixed by Adam Kasper. The album includes a cover of the Thunderclap Newman song "Something in the Air". David Fricke of Rolling Stone said Wellwater Conspiracy "upgrade the fragrant eccentricity of vintage U.K. flower power—spaced riffing, spiked-afternoon-tea lyrics—with modern muscle."[2] The band performed the song "Wimple Witch" from this album on the Late Show with David Letterman in 2003.