In 2000, Duff began re-recording some of the songs from Beautiful Disease ("Seattlehead", "Then and Now" and "Superman"), as well as new material at Jupiter Studios in Seattle, Washington.

For recording, he brought in drummer Geoff Reading formerly of Green Apple Quick Step and New American Shame, guitarist Dave Dederer formerly of The Presidents of the United States of America and producer Martin Feveyear who also performed keyboards on the album.

Former Nevada Bachelors and Harvey Danger guitarist Mike Squires was also invited to record additional guitar parts on the album.

[1] In June, 2001, Duff announced that the album would be titled Dark Days and that it would be released under the moniker Loaded rather than using his own name for the project.

[5] The album was reissued in February 2008 by Pimp Records on both CD and digital download formats,[6] with a limited edition version with the bonus live tracks from the band's 2002 tour of Japan available exclusively at CDBaby.