Elliott Smith's last album, From a Basement on the Hill, wasn't finished before he died in 2003. What was released in 2004 was an album that had been mixed by Rob Schnapf and supervised by Joanna Bolme. The album wasn't the vision that Elliott had for it, and it couldn't be, because a lot of the recording was left unfinished.

The bit of controversy that surrounds the posthumous album's creation is that the main producer that Elliott was working with to record the album, David McConnell, wasn't consulted. He supposedly has 3 years worth of handwritten notes by Elliott about the direction he wanted to take the album.

This lead to things like the song "Ostriches and Chirping" being included in the final product, which wasn't anything that Elliott had ever touched, but a little experiment that McConnell had created himself. Also, Elliott apparently didn't intend for the song "Pretty (Ugly Before)" to be on the album either.

Elliott had wanted From a Basement on the Hill to be a double album, and was inspired by The Beatles White Album. This mix reimagines From a Basement on the Hill by including basically any track that was once in consideration for the album. Elliott never made a definite list order of the songs, so the tracklist for this mix was put together using the best information available. This includes some handwritten sources, info from documentaries, some articles with interviews that came out before his death, and the studio session history that has records of the songs that were recorded alongside the songs that made the official release. What is certain is that Elliott had always wanted to start out the album with "Shooting Star" and "A Passing Feeling," but however it would have went after that is anyone's guess.

Whenever possible, Elliott's own demo mixes or Fritz Michaud's mixes were used instead of the official release. Elliott was also working with Fritz as a producer on songs for the album. Fritz Michaud mastered a lot of the rarities that were in consideration for the album New Moon from 2007. However, audio engineer Larry Crane was chosen to remix a lot of the same tracks for its release. Many fans consider the Fritz mixes to be more in line with Elliott’s style. Elliott was also talking about exploring a different production style with heavier guitars and noise experiments, which is reflected a bit more in these original mixes.

The album art that ended up on the official release was also decided after his death. Elliott had contacted an artist named Topo to create some pieces for the album. One of these was selected for the album art included with this mix.

Side A

Shooting Star A Passing Feeling See You in Heaven Twilight A Fond Farewell Little One Dancing on the Highway Coast to Coast A Distorted Reality Is Now A Necessity to Be Free Strung Out Again Stickman New Monkey Mr. Goodmorning
Abused Melodic Noise Kings Crossing Yay! Let’s Turn the Record Over

Side B

O So Slow From the Poisoned Well Suicide Machine Let's Get Lost Don't Go Down Brand New Game Memory Lane
Either/Or True Love Kill/Fuck Splitsville Everything’s Ok Cecilia-Amanda
Go By You Make It Seem Like Nothing Where I Get It From Stained Glass Eyes The Last Hour

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The Moon is a Sickle Cell