The band again recorded at Pacific High Recording Studio in San Francisco, spending just nine days there. After the protracted sessions required for the previous two studio albums, Garcia suggested "Let's do it all in three weeks and get it the hell out of the way". Besides trying to avoid the debt that had accumulated while recording "Aoxomoxoa", the band was dealing with the stress of a recent drug bust in New Orleanswhich could have resulted in jail time. Additionally, they returned from a tour to find their soon-to-be-fired manager, Lenny Hart (father of drummer Mickey Hart), refusing to show the books to anyone else in the organization. "In midst of all this adverse stuff that was happening ... the album was definitely an upper," said Garcia in an interview.