Recording began in October 1966 at Sound Techniques Studios as works in progress for the band's second album. Williamson had returned from his travels in Morocco to reform the band with Heron under their producer, Joe Boyd.[2] Of the 13 demos, six were included on the album. The compositions, in general, were similar to what the band released on their first two albums. The arrangements, in their beginning stages, are simpler instrumentally compared to the band's complex, final product. The lyrics and rhythm also differ, most obviously on "The Mad Hatter's Song" and "Blues for the Muse". The demos were mainly solo efforts by Heron and Williamson as their contributions were relative to whoever composed the track. Of the seven tracks that do not appear on the second album, "Iron Stone" is the only one to appear on any studio album by the band. The demo of "Iron Stone" is the first take and lacks the last instrumental section, but includes lyrics not on the album version. Two tracks, "God Dog" and "Lover Man", were not released by the band, but were later covered by other artists. "God Dog", which features Dolly Collins on flute organ, was left out of 5000 Layers as it did not fit the album's style, and was later covered by Shirley Collins and Dolly Collins on their album, Anthems in Eden. "Lover Man" was considered too similar to "Painting Box", but was covered on Al Stewart's album, Bedsitter Images. The remaining four tracks were previously unreleased material not completed for any studio album.[3]
The album was released on 7 October 1997 on the Pig's Whisker label. The cover by Chris Sands is an image of Heron and Williamson outside the recording studio walls in the beginning stages of development. Liner notes offer in-depth analysis of the sessions, and the demos created. The album has been reissued several times, most notably the 2000 reissue which includes a bonus track.[1]
