This album came at a time during his career when Miller was heavily involved with drugs. In his song "The Jesuits" Miller talks about "black tar demons".
Miller's album sound and lyrics were also likely influenced by his heavy drug use.
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His lyrics contain "references to extreme violence, constant challenges to Christianity and jokes about offering up younger nephews to Michael Jackson for sex." The mixtape featured guest appearances from Earl Sweatshirt, Mac Miller in his normal voice, ASAP Mob's Da$H and Bill Waves. His rhymes were described frequently as having horrorcore influences. And I feel like that evil voice inside your head is always kind of in that pitch." There was part of me that wanted to do my own voice, but I just wanted it to be its own complete character. He explained the voice choice saying, "to me it was a character and I wanted to give his whole own complete, like, everything. The mixtape was produced by Miller under his production alias' Larry Fisherman and features him rapping in a distorted pitched up voice. On November 1, 2013, Miller released a previous unannounced mixtape named Delusional Thomas, introducing the new character. After the release of Mac Miller's second studio album Watching Movies with the Sound Off, Miller began recording material under a new character named Delusional Thomas.