Against Me! announced plans to record the album in July 2003, stating that they would work with producer Rob McGregor, who had recorded their first album and two previous EPs, and that the album would be released November 4. The band planned to record at Ardent Studios in Memphis, Tennessee, where they could make an all-analog recording with very few overdubs. In order to ensure that McGregor would be familiar with the new songs by the time they went to Memphis, the band recorded demos for the entire album at his Goldentone Studios in their hometown of Gainesville, Florida on July 15 in the span of a few hours. The version of "Cavalier Eternal" from the July 15 Goldentone session was used on the album, as Fat Wreck Chords head Fat Mike preferred it to the version recorded at Ardent. The entire Goldentone demo session was released in 2009 by Fat Wreck Chords as "The Original Cowboy".