In an open letter to fans on Frank Maynard's quasi-official Ben Folds Five website, Folds said that Fear of Pop had "helped satisfy my need to express some things musically - textures, orchestration, rhythms - things that don't always naturally fall into the standard three-minute singer/song format.
The cover of the album, an image entitled "Just Your Average Second On This Planet" by David Bethell, featured the silhouette of a running man being pursued by cowboys on horseback with lassos.
The back of the album case showed the silhouette of a boy in a cowboy outfit sitting on a park bench.
[4] Frally Hynes, Folds' then-girlfriend (and now ex-wife), performed frantic lead vocals on "Root to This."
They performed "In Love", with William Shatner on lead vocals, along with Folds and McWilliams quietly duetting underneath the actor's monologue.