Phish began pre-production toward the end of September for their fifth album on Elektra, https://www.phish.com/releases/detail.php?ID=47. This was their first album recorded entirely outside the Northeast and the first to receive a strong marketing push from the record label. https://www.phish.com/releases/detail.php?ID=47 was recorded and mixed in and around Los Angeles and the band members settled into the area for a stay that would last much of the fall. Pre-production took place at Leeds Rehearsal Studios in North Hollywood. It was there that the band became familiar with engineer Ed Thacker and producer Paul Fox and began working on the songs that would make up the new album.
October 1st was the last day of pre-production at Leeds. After a few days to get the studio set up, tracking began on the 5th at American Recording Company in Calabasas, about 15 miles west of Hollywood near Malibu and the Pacific. The location of the studio and their new temporary digs had some effect on the band members, with Trey taking up surfing and Fish learning some new and valuable lessons about driving on California’s crowded streets.
On October 5th Phish began the https://www.phish.com/releases/detail.php?ID=47 session, warming up with their "Hey" group listening exercises. On the 6th, they tracked Sample in a Jar in seven takes. Julius was tracked on the 7th along with overdubs for Sample. Tracking for the first single Down With Disease took place on the 8th. On the 9th, they recorded more takes of Disease and began tracking If I Could. Wolfman’s Brother and Axilla (Part II) were tracked on the 11th. A Marshall amplifier and speaker were rented to achieve Trey’s guitar sound on Axilla. After more work on Axilla on the 12th, Scent of a Mule was tracked in about six takes. On the 13th, the body of Demand, another "Hey Jam" and Lifeboy were recorded. Buffalo Bill (at the time called "Looking For Owls") was captured on the 14th. It featured Page on Farfisa organ and a jam played backwards. Down With Disease was re-cut October 15th, followed by Dog Faced Boy. On the 16th, the band did more takes of the recut version of Down with Disease before settling in for a listening party. After a partial weekend break, the 18th and 19th were used to make slave reels of all the songs tracked previously. Scent of a Mule was tracked on the 20th, incorporating such interesting techniques as Page and Paul Fox rolling a speaker past two microphones to create a "Doppler" effect in the intro and Mike playing a hollow body bass.
Overdubs dominated work for the rest of the month and the beginning of November. The first rough two-track mix of the Hoist songs was made October 25th and sent to the Ricky Grundy Chorale, Rose Stone and Jean McClain to study backing vocal parts. The Chorale and Rose and Jean overdubbed vocals on Julius, Down With Disease and Wolfman’s Brother on October 26th, 27th and 28th. A number of songs and sections were not tracked until November, such as the Yerushala Im Shel Zehav portion of Demand (called "LuLu" during the session) and Jonathan Frakes’ major label trombone debut Riker’s Mailbox.
Around the end of October, Phish and manager John Paluska met with Designer Chris McGregor who helped to conceptualize a large aquarium stage for the December ’93 holiday concerts. The initial meeting between the band and Chris McGregor took place in Los Angeles while the band was laying down tracks for https://www.phish.com/releases/detail.php?ID=47. Chris brought a motorized model of the proposed stage set inside a small home fish tank. The stage set turned out almost exactly like that initial model with motorized moving fish, "seaweed" and various other deep sea creatures, including a giant mechanized clam (see TMIPH December 1993).
Throughout the https://www.phish.com/releases/detail.php?ID=47 sessions Mike shot and edited video of the band, guests and studio staff into a twenty-five minute documentary VHS, https://www.phish.com/releases/detail.php?ID=20 available through https://www.phish.com/drygoods/home/product.html?pid=500DV&cid=21&pg=1. In Mike’s own words on the video’s package, "it’s about 48 tracks of sound, adjacent on strips of plastic. Like mixing lilac petals, coriander, chunks of butter, and fennel into a soup, Tracking is the recording of different sounds, adjacent on different strips of plastic."
After tracking and overdubbing all the tracks for https://www.phish.com/releases/detail.php?ID=47 in October and early November, the band along with Paul and Ed moved to Can-Am Studios in Tarzana, California for mixing throughout late November and the beginning of December.