On July 7th, 1999, The Residents entered the SFB Sendessal studio in Berlin with the idea of documenting arrangements the band have been playing on their Wormwood tour. The ambitious tour had started the previous April and was headed into its final two weeks. Though the shows had been recorded, the group felt that removing the demands of performance and the associated masks and costumes would allow for a better musical focus.
The songs were played in real time by the ensemble. Most were captured in one take to digital 24 track tape. In February and March of 2000, the tape was mixed, edited, and overdubbed by The Residents.