Capturing the band's stage show with a live album was designed to satisfy fans between new studio albums. The content of "The Mark, Tom and Travis Show" was recorded at two concerts in California. These shows—a part of the band's first arena outing, the Loserkids Tour—took place on November 4, 1999, at the Bill Graham Civic Auditorium in San Francisco, California, and November 5, 1999, at Universal Amphitheatre in Universal City, California. The album was titled after the band's 2000 worldwide tour, while the subtitle alludes to both "Enema of the State" and the "Star Wars" film "The Empire Strikes Back". The recordings were captured by Le Mobile, a California-based mobile recording unit. Le Mobile has also recorded live albums for artists such as the Offspring, Van Morrison, Kenny G, and Robin Thicke.