Terror Twilight was produced by Nigel Godrich, who hoped to create a "straighter" album and bring Pavement to a wider audience.

[14] Hoping to help them find a bigger audience, he wanted to make an album that "stood up straighter" and would "reach people who were turned off by the beautiful sloppiness of other Pavement records".

[14] Though Nastanovich said Godrich took on a "substantial challenge" and "did a good job", he felt he only connected with Malkmus and disregarded the other band members.

[14] Deciding the track list created conflict, Godrich wanted to begin the record with "Platform Blues" and end with "Spit on a Stranger".

[14] He felt it should open with a "longer, more challenging song to set the tempo", similar to the 1997 Radiohead album OK Computer.

These included "Ann Don't Cry", "Carrot Rope", "Spit On A Stranger", "Platform Blues", "You Are The Light", "Folk Jam", and two others that remain unreleased ("Civilized Satanist," which used a Moby Grape sample, and "Dot Days").

Pavement had recorded a faster, louder version during the Brighten The Corners sessions—in fact, at one point "The Hexx" was to have been the opening track on that album.

[23] Nastanovich came up with the title, and said it described the period between dusk and sunset when most traffic accidents occur, as only half of drivers switch on their headlights.

[14] Fans perceived the lines "The damage is done / I am not having fun any more" from "Ann Don't Cry" as a veiled reference to the band's end.

[26] During the final concert of the tour, at Brixton Academy in London on November 20, 1999,[27] Malkmus had a pair of handcuffs attached to his microphone stand and told the audience: "These symbolize what it's like being in a band all these years.

"[16] In response to the comments, Godrich tweeted: "I literally slept on a friend's floor in NYC to be able to make that album.

"[16] On April 8, 2022, Pavement released a special edition reissue, Terror Twilight: Farewell Horizontal, including 28 previously unreleased tracks.