[14] Regarding the album's lyrical content, vocalist and guitarist Craig Finn states that: "I kept saying Stay Positive was a record about trying to age gracefully.

In 2009, the Hold Steady began writing Heaven Is Whenever while touring in support of their previous album, Stay Positive.

According to guitarist Tad Kubler, the band "turned the back lounge of the [tour] bus into a makeshift vocal booth where we could also overdub guitars.

Vocalist and guitarist Craig Finn states that Baltulonis is "a real close friend, so it was kind of a more relaxed, less formal way of making a record.

Guitarist Tad Kubler and additional musician Dan Neustadt, however, both perform piano and keyboards on the album in a diminished role in comparison to the band's previous two releases.

"[18] Guitarist Tad Kubler has stated that "musical scores" and "cinematic soundscapes" were major influences when composing the album, listing Gustavo Santaolalla, Terence Blanchard, Jon Brion as key examples.

On February 23, 2010, Heaven Is Whenever was announced for release in three months' time; alongside this, the album's track listing was posted online.

All four songs contain the band's trademark anthemic choruses and nostalgic, hyper-literate lyrics, leading some critics to doubt Finn's claim that the album will be a departure from the previous three.