The album was written and recorded over a two-year period in Dorset, East Devon and Los Angeles. Much of the recording was done alone by Harvey using her four-track and eight-track home studio, guitar, keyboards and drum machine. For the first time since 1993's "4-Track Demos" album, she produced it herself and played every instrument bar the final drum tracks, which were handled by her longtime collaborator Rob Ellis. Final recording and mixing was done by Head at the Presshouse Studio in rural East Devon in autumn/winter 2003.