Wilco was touring to promote "Mermaid Avenue Vol. II" in May 2000 when lead singer Jeff Tweedy was invited to play at the Noise Pop Festival in Chicago. The festival promoter offered to pair Tweedy with a collaborator of his choosing, and Tweedy decided to perform with Jim O'Rourke. Tweedy frequently played O'Rourke's album "Bad Timing" in his car while he traveled during the previous winter. O'Rourke was an accomplished producer as well as a musician, and had produced over 200 albums by the time that Tweedy requested the collaboration. O'Rourke offered the services of drummer Glenn Kotche, and the trio performed at Double Door for the festival on May 14, 2000. Tweedy enjoyed the performance so much that he suggested that the trio record an album together. They chose the name Loose Fur, and recorded six songs during the following summer.