Hole intended for the record to diverge significantly from their previous noise and grunge-influenced sound as featured on Pretty on the Inside (1991) and Live Through This (1994).

The band hired producer Michael Beinhorn to record Celebrity Skin over a nine-month period that included sessions in Los Angeles, New York City, and London.

Auf der Maur's former bandmate Jordon Zadorozny, as well as Go-Go's guitarist Charlotte Caffey, also contributed to the composition of one track.

Frontwoman Courtney Love, who wrote all of the lyrics, named the album and its title track after a poem she had written that was influenced by T. S. Eliot's "The Waste Land".

Frontwoman Courtney Love was cast as Althea Flynt in The People vs. Larry Flynt (1996) alongside Woody Harrelson,[2] lead guitarist Eric Erlandson collaborated with Rodney Bingenheimer and Thurston Moore on the short-lived project Rodney & the Tube Tops from 1996 to 1997,[3] bassist Melissa Auf der Maur provided backing on Ric Ocasek's album Troublizing (1997),[4] and drummer Patty Schemel played with the Lemonheads on the tribute album Schoolhouse Rock!

[5] After Love completed her obligations promoting The People vs. Larry Flynt, the band reunited to write new material for their next album, titled Celebrity Skin.

[7][8] During their time in New Orleans, the band recorded a number of demos, including an early version of "Awful" (1999) and songs which later developed into "Dying" and "Hit So Hard".

[13] Auf der Maur characterized the sessions as being based around Love's busy schedule at the time: "It was her Hollywood phase", during which she would "chain-smoke Marlboro lights", "go to the beach at 7AM with a personal trainer and auditioning.

"[14] According to Love, her vision for the album was to "deconstruct the California Sound" in the L.A. tradition of bands like The Doors, The Beach Boys and The Byrds,[8] but she was struggling with the composition of the record and felt like she was "in a rut".

[8] After sending early recordings of the songs to Corgan, he decided to join the band in the studio for a total of twelve days in an attempt to help Love with her songcraft.

[8] Love compared Corgan's presence in the studio to "a math teacher who wouldn't give you the answers but was making you solve the problems yourself",[8] and stated that he had her study key changes as well as melodies and phrasing from songs by Frank Sinatra and The Beatles:[8] What [Billy's] great at for me— what he did for me has nothing to do with Eric and Melissa.

[15] In addition to Corgan, Auf der Maur's former Tinker bandmate, Jordon Zadorozny, and Go-Go's guitarist and songwriter Charlotte Caffey helped co-compose the track "Reasons to Be Beautiful".

[20] According to sound technician Chris Whitemeyer, Beinhorn would request endless takes of Schemel's drumming, only to then lower the volume in his booth to inaudible levels, sit back, and read a newspaper.

[21] Whitemeyer also stated that Schemel was forced to drum in the studio eight hours a day for over two weeks, and that Beinhorn "wanted Patty to give up".

[23] Beinhorn also claimed to Love that Schemel would get "red-light fever" in the studio, implying that she was incapable of remembering the correct parts to play during recording.

[21] Beinhorn's pressure, coupled with a feeling that Love wasn't supporting her, resulted in Schemel leaving the studio, requesting a settlement, and breaking ties with the band.

[26]Celebrity Skin marked a major shift in Hole's musical style, emphasizing a more mainstream alternative rock sound.

"[27] Rolling Stone's James Hunter observed that the album features shifts in guitar sounds that alternate from "silveriness to something rougher in a heartbeat," adding that it is teeming with "minimalist explosion, idiomatic flair and dead-on rhythms.

For all the slickness of Michael Beinhorn’s production and the big-budget videos that accompanied its singles, the songs remain raw and cynical, as wary and worn as they are defiant.

[31][36] Whereas the band's debut, Pretty on the Inside, had dealt with the "repulsive aspects of L.A.—superficiality, sexism, violence, and drugs",[37] Celebrity Skin examined the more opulent elements of Los Angeles—specifically from the perspective of Love, who at the time had risen as an A-list star[36]— but "deconstructed the concept, picking off the healing scab of her public reinvention to rehash the wounds of her past".

[36] Commenting on the themes, James Hunter of Rolling Stone notes that the album is lyrically obsessed with "the promises and the agonies of Southern California.

Sold-out sluts, fading actresses, deluded teenagers, “summer babes” and hunks—all this “beautiful garbage” crowds the roadside of the album.

"[28] Gil Kaufman, writing about the album for MTV, noted that "Love's crash-and-burn lyrics are full of provocative, self-referential phrases that might harbor double or triple meanings.

[43] DGC spokesperson Jim Merlis denied that the leak originated from them and issued WXRK a cease and desist order on August 3, 1998.

[70] Robert Cherry of the Alternative Press described Celebrity Skin's sound as "meticulously orchestrated guitars, multilayered vocal harmonies, quantized drums and sheeny studio magic" and said the songs "hit nerve centers like a thousand AM classics".

[71] The Austin Chronicle's Marc Savlov referred to the album as "end of the summer crunch-pop from the most enigmatic woman around" but criticized Love's "painful, quasi-Freudian vein" and "Michael Beinhorn's slick, SoCal production".

[62] The Los Angeles Times reviewer Robert Hilburn called the album "one wild emotional ride" and "a far more complex work than the invigorating, mainstream coating would lead you to believe.

"[66] Steve Sutherland of NME mentioned that "the first thing you think when Celebrity Skin smacks you in the nose is that you may never need to hear a rock 'n' roll record ever again," and compared the album's sound to Fleetwood Mac.

[67] James Hunter from Rolling Stone described it as "sprung, flung and fun, high-impact, rock-fueled pop" and noted that "it teems with sonic knockouts that make you see all sorts of stars and is accessible, fiery and intimate – often at the same time,"[28] while Spin reviewer Joshua Clover referred to the album as "a record filled with quotation and reference, backtalk and revision" and said "there are too many great songs, and this is a magnificent pop record.

"[9] Tom Edwards of Drowned in Sound was more critical in a retrospective review, referring to "Awful" as "gorgeous, pure blues" and "Hit So Hard" as "the best song about love since 'Retard Girl'," but concluding that "it's a weak record full of empty music either way.