In August 1990, Lookout Records' owner and co-founder, Larry Livermore, and Chris Appelgren, founder of the Puddle fanzine, decided to make a compilation album of various artists.

Appelgren contacted groups such as The Offspring, Cringer and Jawbreaker in October 1990, asking them if they wanted to record a song for a compilation album, all of whom declined the offer.

student, artist and the founder and publisher of the fanzine 2+2=5, and hired him to work for Lookout and asked him to be involved with the production of Can of Pork.

They then contacted bands such as The Wynona Riders, Fifteen and The Mr. T Experience in February 1991 and asked them to record songs for the upcoming compilation, all of whom accepted.

The same month, Hynes and Appelgren contacted the bands they had decided on and went to record the compilation with Andy Ernst and Kevin Army at Art of Ears Studios in San Francisco.