A friend of Real Estate suggested the album be produced by Jim O'Rourke, an idea which intrigued the band since they were fans of his work on Wilco's seminal album Yankee Hotel Foxtrot, and felt that his production style would fit with the "clean record" that they wanted to make. As the band was certain that working together would be unlikely given O'Rourke's enigmatic nature, their label proposed working with Tom Schick instead. Schick had co-produced Wilco's most recent album, The Whole Love, and was also the house engineer at The Loft, Wilco's studio in Chicago, Illinois. Since Wilco would be on tour, they gave Real Estate permission to record at the studio and use their gear, the first time for any band without Wilco's presence.After mostly recording Days as a three-piece of Courtney, Mondanile and Bleeker, the addition of drummer Jackson Pollis - who had played with Real Estate since 2011 - enabled them to record basic tracks live as opposed to overdubbing tracks one by one. Before recording started, the band decided to add more sophisticated keyboard parts to be played by someone more proficient. Jonah Maurer, who joined Real Estate along with Pollis for the Days tour and performed several of the new songs live during his time in the band, had moved on to join Titus Andronicus. As a result, they recruited Matt Kallman, formerly of Girls, and had him write his own parts with a little direction. At one point, Wilco leader Jeff Tweedy visited the studio to witness the band recording several takes of a song that received glowing enthusiasm from him, but ultimately did not make the album.
The album was recorded over the summer and fall of 2013 at The Loft and The Magic Shop in New York City. The album was also mixed at the Magic Shop. The album was subsequently mastered by Greg Calbi at Sterling Sound in New York City with the bonus tracks being mastered by Joe Lambert at Joe Lambert Mastering.