Due to the mixed reaction to the band's second studio album Nu-Clear Sounds (1998), frontman Tim Wheeler suffered from depression.

Free All Angels was co-produced by the band and Owen Morris, and recording sessions were held at El Cortijo in Puerto Banús, Spain, then moved to The Wool Hall in Beckington and RAK Studios in London.

Following a three-month United Kingdom tour in late 2000, "Shining Light" was released as the album's lead single in January 2001.

The album's fourth single "Candy" was released in October, and was followed by tours of the United States, Japan, Australia, and the UK.

[1] The band then released their second studio album Nu-Clear Sounds (1998); its heavy guitarwork received mixed reviews from music critics.

[5] To avoid writer's block, which had plagued the production of Nu-Clear Sounds, Wheeler moved back to his parents' house in Northern Ireland.

[6] Wheeler was listening to The Beach Boys, Weezer, Van Morrison, Leonard Cohen, and Bob Dylan, and wrote for around six months.

[13][14] They had demoed 30 tracks; their label Infectious Records did not support the band's song choices and considered "Shining Light" would not be a hit.

[12][13][15] Recording sessions were held at El Cortijo in Puerto Banús, Spain, before moving to The Wool Hall in Beckington, and RAK Studios in London; the band self-funded the sessions,[13][16] which were done entirely using Pro Tools software, in contrast to Nu-Clear Sounds, which was recorded using both Pro Tools and tape.

[17] Morris and the band co-produced the album; they were assisted by Raj Das, James Brown Geronimo, and Naughty Laughty.

[16] In contrast to Nu-Clear Sounds, where Hatherley did not put much effort into her backing vocals, she took her singing on Free All Angels "a lot more seriously", later being surprised how her voice sat in the recordings.

[27] Wheeler came up with the guitar line for "Shining Light" by playing "Fortune Teller", a track from Nu-Clear Sounds, and adding an extra part.

[28] On "Candy", Wheeler's vocals are backed by a drum machine and orchestral strings sampled from "Make It Easy on Yourself" (1965) by the Walker Brothers.

[30] "Cherry Bomb" was recorded in the style of "Girl from Mars", a track from 1977[31] that also originates from the Nu-Clear Sounds sessions, begins as an acoustic ballad about Wheeler's brother.

[1][34] "Pacific Palisades", which is reminiscent of the work of The Barracudas, includes references to Dennis Wilson of the Beach Boys and Sharon Tate.

[39] Wheeler said as soon as recording wrapped up, they put Free All Angels on Napster, "and it definitely helped create awareness of [the] new songs… it is one of the best promotional devices in the world".

[47] Two CD versions were released: one with "Warmer Than Fire" and "Gabriel"; and the other with "Feel No Pain", a remix of "Jesus Says" and the music video for "Shining Light" as its B-sides.

[48] The video was filmed in north London, and features Wheeler swimming underwater towards a bright light and waking in a hospital bed with the other band members present.

[56][57] The music video for "Sometimes", which was filmed in Havana, Cuba, was released on 29 June 2001;[55] during the shoot, the vibrations from the song being played back caused a roof to collapse, resulting in several people being taken to hospital.

[60][61] Two versions were released on CD: one with "Waterfall", "Nocturne" and the music video for "Candy"; and the other with "Stay in Love Forever" and "The Sweetness of Death by the Obsidian Knife" as its B-sides.

[48] The song's music video was filmed in Iceland during a heatwave, much to the disappointment of the band, who hoped to make it look like Hoth from Star Wars (1977).

[65] "Walking Barefoot" was released as an Australian-exclusive single in 2002, with the "Teenage Kicks" cover, "Waterfall", "Stay in Love Forever" and "Skullfull of Sulphur" as its B-sides.

[47] Later in May, the band embarked on a European tour before returning to the UK to perform at festivals including Reading and Leeds and T in the Park, and to support Stereophonics for two shows.

[48] On 5 January 2002, Ash performed "There's a Star" on the British television show CD:UK, [48] then toured Europe in February.

"[1] In a review for NME, Mark Beaumont wrote the album's "charm .... [is] its complete lack of limitations, its rampant ecleticism, its raising of the indie sightline above the sleeves of OK Computer and Grace.

"[36] John Aizlewood of Blender viewed it as "a further step forward" and said some of the songs are "as close to 1970s power-pop experts the Raspberries as they are to Nirvana".

[85] The Boston Phoenix's Tony Ware felt that the band were "always 10 times better at gloss than at grunge," as they "snap with sharp hooks and buzzing melodies" on Free All Angels.

[88] Stylus Magazine writer Nick Southall said Free All Angels is Ash's return "to the wistfully melodic and adrenalised love-struck punk-rock that made them so great" in their early days.

[21] Pitchfork contributor Joe Tangari wrote it is a "dichotomy of ideals" that makes the album "a compelling listen, if a seemingly contradictory one at times"; and continued, it "certainly works on another level.

"[31] Drowned in Sound founder Sean Adams said Free All Angels has "magical moments, although they seem to bookend the album".