It was the band's first album with drummer Ryan Vandeberghe, replacing Derek Grant who had left the group before the release of 1998's 'Battle Hymns'.

A music video was filmed for the single "Sometimes I Don't Mind", which reached No.

The album's closing track, "I Never Promised You a Rose Garden", was originally recorded for the soundtrack to the 1999 movie SLC Punk and was included on the film's soundtrack album.

The album's change in direction from the previous two albums had to do with the fact that Lukacinsky and Nunley got heavily into the Beatles and wanted to write poppier rock songs instead of their usual songs, while Navarro just wanted to write more punk songs.

Navarro stayed out of the creative process of the album due to the fact he was dealing with personal issues and the fact that tensions were growing between Lukacinsky and Nunley with them basically hating each other and getting into fights constantly.