"I was playing all the same shitholes he was," Folds says. "The lyrics of the song are about people who are sharing your experience too -- 'Oh, Elliott Smith did this club last night, and he sat in that same room and read all the shit about dicks and asses on the wall.' Poets like to talk about how they look up and see the same stars, and I think rock musicians all look up and see the same dicks on the walls."
The song includes a lyric about Smith's basketball prowess. "I played with him and Beck one time," Folds says, "and Elliott was just fucking throwing elbows like there was no tomorrow."
Folds also has fonder memories of Smith. "I was always poking my head in going, 'Can you play "Alameda" tonight?'" he says. "He'd go, 'Well, um, we really don't know that as a band yet so I don't think so.' And then he'd be sitting outside my room. He'd play the whole thing by himself so I could hear it."
Folds produced the eleven-track follow-up to Rockin' the Suburbs himself and recorded it over the past month in Nashville with bassist Jared Reynolds and drummer Lindsay Jamieson. Pedal steel guitarist Bucky Baxter (Bob Dylan, R.E.M.) guests on a re-recording of "Give Judy My Notice," originally found on Fold's Speed Graphic EP, while Weird Al Yankovic makes an appearance on "Time." "It's sort of a hypnotic piano thingy, and Weird Al sings in the background," Fold says. "We've got this massive Mamas and Papas-like vocal arrangement."
While Rockin' the Suburbs featured a song for his son Louie ("Still Fighting It"), the new album finds Folds singing to his five-year-old daughter on "Gracie." "It's a pretty simple song," he says. "After I recorded it, I brought it home so she could hear it. She was listening really carefully and it got to where it says, 'You'll be a lady soon, but until then, you gotta do what I say,' -- she was really interested in that line."