A bonus CD was given out by Sub Pop for those who pre-ordered this album from their store (see below).

Other Notes:
The hidden track on this album is officially titled 'Spectacular Views', but as a later, different song by Rilo Kiley is also titled 'Spectacular Views', this song is more commonly known as 'Salute My Shorts!', a reference to one of Sennett's previous acting roles.

This album was originally self-released by Rilo Records on January 31, 2001 before being re-released by Barsuk Records on July 31, 2001. There are slight differences between the two versions. Track 8 does not appear in the original release; furthermore, the hidden track was actually part of track 14 in the original release. There are also mild album cover changes between the releases.

Additional musicians:
Phillip Watt - trumpet on "Pictures of Success," "Plane Crash in C," and "Don't Deconstruct"
Alex Greenwald - synths on "Pictures of Success" and "Plane Crash in C"
Shana Levy - keyboard on "Go Ahead"
Larissa Brantner - violin on "Don't Deconstruct" and "Rest of My Life"
Aram Arsalanian - keyboard on "Plane Crash in C"
Ben Boyer - drums on "We'll Never Sleep (God Knows We'll Try)"

Tracklist:
1) The Good That Won't Come Out
2) Paint's Peeling
3) The Execution of All Things
4) So Long
- [Part 1 of And That's How I Choose To Remember It ]
5) Capturing Moods
6) A Better Son/Daughter
7) Hail To Whatever You Found in the Sunlight That Surrounds You
8) My Slumbering Heart
- [Part 2 of And That's How I Choose To Remember It ]
9) Three Hopeful Thoughts
10) With Arms Outstretched
11) Spectacular Views
- [Part 3 of And That's How I Choose To Remember It ]

Other Notes:
Between several tracks is a song broken into pieces, called "And That's How I Choose to Remember It," which tells the story of Jenny Lewis's childhood and her parents' divorce. This theme is visited throughout the album, which is lyrically filled with childhood recollections of loss, displacement, anger, and hopelessness.

Additional musicians:
Amy Huffman - violin on "The Execution of All Things" and "Capturing Moods"
Gretta Cohn - cello on "The Execution of All Things" and "Capturing Moods"
Jiha Lee - flute on "Hail to Whatever You Found in the Sunlight that Surrounds You"
Kristen Bailey - saw on "And That's How I Choose to Remember It"
Mike Mogis - pedal steel, guitar, vibraphone, and glockenspiel on "The Good That Won't Come Out," pedal steel on "Paint's Peeling," pedal steel and vibraphone on "Hail to Whatever You Found in the Sunlight that Surrounds You," banjo on "And That's How I Choose to Remember It"
Rick Ricker - French horn on "Capturing Moods" and "My Slumbering Heart"
Ryan Fox - saxaphone on "The Good That Won't Come Out"
Tim Kasher - accordion on "So Long"
Boy Choir on "With Arms Outstretched" - Blake Sennett, Jason Boesel, Conor Oberst, and A.J. Mogis

Featured Songs:
1) With Arms Outstretched
2) Jenny, You're Barely Alive

Featured Song :
Hail To Whatever You Found in the Sunlight That Surrounds You

Tracklist:
1) The Execution of All Things
2) Emotional (Until Crickets Guide You Back)
3) After Hours (Velvet Underground)

Other Notes:
"Accidntel Deth" was produced by Jimmy Tamborello, known for his work in The Postal Service and Dntel (which explains the unusual spelling of the title).

Additional musicians:
Amy Huffman, Clint Wheeler, Jamie Williams, Jon Hischke, Kianna Alarid, Mike Mogis, Nate Lefeber, Nate Walcott, Neely Jenkins, Nick White, No Better Cause, Rick Ricker, Summit Strings

Featured Song:
American Wife

Tracklist:
1) It's a Hit
2) Patiently

Tracklist:
1) Portions for Foxes
2) A Town Called Luckey

Tracklist:
1) Portions for Foxes
2) American Wife
3) Portions for Foxes (video)

Featured Song:
X-Mas Cake

Featured Song:
Portions for Foxes (video)