Dropping out of high school in 1985 left Cobain with even more spare time to work on music. By the end of the year, he had formed a band called Fecal Matter with Melvins drummer Dale Crover (who played bass in the band), and Greg Hokanson on drums. Hokanson only lasted a few gigs, so it was Cobain and Crover who performed on the band's demo, recorded at Earl's Seattle home on a four-track TEAC, with Crover on drums.

"They set up in my music room and they'd just crank it up!" Earl remembers. "It was loud. They would put down the music tracks first, then he'd put the headphones on and all you could hear was Kurt Cobain's voice screaming through the house! It was pretty wild. My husband and I, we'd just look at each other and smile and go, 'You think we should close the window so the neighbors don't hear? So they don't think we're beating him or something!'"A week before recording started, Vig received a demo tape from the band, "a really really raw boombox cassette recording," he says. "It distorted so badly that you could barely make out what they're playing. I still have that cassette somewhere." Recording began in May at Sound City Studios in Van Nuys, California. It was the first time Vig had worked with Grohl. "Kurt had called me up and said, 'I have the best drummer in the world now. He plays louder and harder than anybody I've ever met.' And I'm like, 'Yeah, right.' But they were totally right on the first day they set up in the rehearsal room. Kurt's guitar was super loud and the bass was super loud, but the drums, there were no mics on them in this room and they were just as loud acoustically as the amps. And also Dave turned out to be so cool; really easy to work with, and full of energy, and really brought a lot of life and fun to the sessions. He kept it real light."

Rehearsals were kept short. "I didn't want them to play too much 'cause I didn't want them to burn out on the songs," Vig explains. "But I remember after hearing 'Teen Spirit,' I was so into the song I had them play it as much as possible! The song was amazing." Recording soon began at Sound City, and continued into June. The studio was chosen, Vig says, because the band "wanted to work in a live tracking room that was cost effective. It also had a Neve board, and so that fit the bill. And they'd done a lot of classic records there in the '70s and the '80s, like Tom Petty, the Jacksons, Rick Springfield and Fleetwood Mac. A lot of big records were done there. It was a pretty simple studio. It was fairly bare bones. But they did have really good mics."