DeMarco moved from Vancouver to Montreal in 2011. There, he recorded an EP under his own name, Rock and Roll Nightclub. Featuring slowed-down vocals and elements of glam rock, this recording garnered enough attention that his label, Captured Tracks, agreed to finance a full-length album. DeMarco shifted his style from Rock and Roll Nightclub to 2, and his glam and crooning singing style were dropped for a more standard approach to guitar rock. The album was composed and recorded in DeMarco's Montreal apartment, in the Mile End neighbourhood. DeMarco made the recording wearing only his "skivvies", or underwear. In a June 2012 interview, DeMarco announced that about 75% of the album had been completed.
The album contains a single acoustic track, "Still Together", which features DeMarco using falsetto singing in the chorus. The opener, "Cooking Up Something Good", uses a song structure where a catchy verse transitions to a "blindsiding" darker chorus. "Robson Girl" also juxtaposes a "sweet" verse with a guitar-shredding chorus.
Lyrically, DeMarco covers growing up in suburbia, failed love and family secrets, the last featuring heavily in "Cooking Up Something Good". "Ode to Viceroy" is a tribute to the singer's favourite brand of cigarettes. DeMarco is apologizing to his mother in "Freaking Out the Neighbourhood", and trying to convince a girl to leave town with him in "The Stars Keep on Calling My Name".