Issaquah, WA, indie rock trio Modest Mouse was formed in 1993 by vocalist/guitarist Isaac Brock, bassist Eric Judy, and drummer Jeremiah Green. After honing their muscular sound in "The Shed" -- a makeshift practice space built by Brock on the land next to his mother's trailer -- Modest Mouse entered Calvin Johnson's Dub Narcotic Studios to cut their 1994 self-titled debut single, released on Johnson's K Records label. Following a move to the Up label, the trio issued two 1996 LPs, This Is a Long Drive for Someone With Nothing to Think About and Interstate 8. After returning to K, Modest Mouse released The Fruit That Ate Itself in 1997; its follow-up from later that year, The Lonesome Crowded West, was the band's breakthrough, and in the wake of a major-label bidding war, they signed to Sony.

The rarities collection Building Nothing out of Something appeared on Up in early 2000, followed later that year by their long-awaited Epic debut, The Moon & Antarctica. In 2001, the band issued the Everywhere and His Nasty Parlor Tricks EP and K released Sad Sappy Sucker, a "lost album" that was intended to be the group's full-length debut back in 1994.

Brock kept busy with his Ugly Casanova side project, which delivered Sharpen Your Teeth in 2002. Modest Mouse finally returned in 2004 with Good News for People Who Love Bad News, their best-received record and a Top 40 hit as well. For their next record, Brock enlisted the help of former Smiths guitarist Johnny Marr, who not only added his songwriting and playing skills to We Were Dead Before the Ship Even Sank -- which was released in early 2007 -- but also toured with the band as a member.