Originally conceived as a one-off collaboration between Okkervil River's Will Sheff and Kingfisher's Jonathan Meiburg, Shearwater continues the tradition of detailed, reflective songwriting set by classic artists like Nick Drake and Leonard Cohen and contemporary indie rock songwriters such as Bill Callahan and Will Oldham. The group began after Sheff and Meiburg had known each other for just a week with the idea that the duo wanted to make an album called The Dissolving Room. The pair exchanged songwriting ideas through e-mail and were so pleased with the results that they decided to make their project into a permanent, touring affair. The Dissolving Room was released in early 2001 by the Grey Flat imprint. The following year Shearwater released another album, Everybody Makes Mistakes, and their third album, Winged Life, followed in 2004. Meiburg's influence over the direction of the band steadily increased over the years, and this trend continued on the band's fourth release, 2006's Palo Santo. The band moved from Misra to Matador that year, making way for the release of an expanded edition of Palo Santo in 2007.