The Glass Passenger is the second studio album by American rock band Jack's Mannequin. Frontman Andrew McMahon was diagnosed with acute lymphoblastic leukemia in mid-2005 following the recording of their debut album Everything in Transit. While touring, McMahon suffered from writer's block, which did not dissipate until mid-2006; many of the songs that would appear on The Glass Passenger were written mid-to-late 2007. Further writing sessions were held when a number of the dates were cancelled due to McMahon suffering from exhaustion and fatigue. The Glass Passenger was produced by McMahon and Jim Wirt and co-produced by CJ Eiriksson; the tracking marked the first time McMahon worked with the band in the studio.

Though the main recording sessions took place at two California-based studios (4th Street Recording and Sound City), additional recording followed at several other studios in both California and Texas. Most of the recording was done by December 2007, but label and business problems started to creep into the sessions, resulting in McMahon going on a sabbatical in January 2008. Around this time, the band signed to Sire Records and scheduled the album's release for April/May. Musically a power pop album, with comparisons to Ben Folds and Bruce Hornsby, The Glass Passenger saw McMahon focus on the aftermath and the recovery from his leukemia, backed with a new-found perspective on the world.

A club tour, a stint on the Warped Tour and a support slot for Paramore led into the release of "The Resolution" as a single in mid-August, prior to the eventual release of The Glass Passenger on September 30. It sold 49,000 copies in its first week, charting at number eight on the Billboard 200, and reached the top 10 on other Billboard charts. The album received a positive reception from critics, with a few commenting on lyrics and the record serving as a good follow-up, or even besting, Everything in Transit. Touring continued with another US club tour at the end of the year, shows in Japan and Australia in early 2009, and two further US tours (a two-month headliner and a three-month support slot for the Fray). "Swim" was released as a single in June.

Background Jack's Mannequin's debut album Everything in Transit was released in August 2005 through Maverick Records. A few months before its release, frontman Andrew McMahon had been diagnosed with acute lymphoblastic leukemia and spent several months undergoing chemotherapy treatment. His sickness shifted his focus from writing new music to getting better. Jack's Mannequin played its first concert following McMahon's diagnosis in December of that year. The band began several tours over the next two years, both supporting the likes of O.A.R. and Panic! at the Disco in 2006 and also headlining shows, including Tour for a Cure and the West Coast Winter Tour.Various tours: Supporting O.A.R.: Supporting Panic! at the Disco: Tour for a Cure: The West Coast Winter Tour: McMahon had waited until he recovered before he began the writing. He soon went through a period of writer's block after being unable to convey his illness through his songs. Around this time, he was working on Treaty of Paris' debut album Sweet Dreams, Sucker for his label Airport Tapes and Records.

By July 2006, he had worked through the writer's block and was writing alone in a studio. He said the material was specifically intended for the next Jack's Mannequin record and was reminiscent of the Postal Service and Beck's Sea Change (2002). With the touring cycle for Everything in Transit finishing in March 2007, McMahon focused on writing new material, though he was unsure if it would be for Jack's Mannequin or his other band Something Corporate. After writing "Crashin", McMahon wrote much more material. Most of the songs that would appear on the next record were written in summer 2008, though a few tracks, like "What Gets You Off", were written earlier in July 2007. The band had planned to tour in October, however, due to the constant touring over the preceding 14 months, McMahon suffered mental exhaustion and physical fatigue. The tour was cancelled as a result. They accumulated newly written material in October and November.

Production The album's main tracking sessions took place at 4th Street Recording in Santa Monica, California, with engineer Spencer Guerra, and Sound City in Van Nuys, California, with engineer Adam Fuller. McMahon used the same production team—Jim Wirt and CJ Eiriksson—from the Everything in Transit sessions: McMahon and Wirt assumed producer duties, while Eiriksson handled co-producer and engineering roles. Bandmate Bobby 'Raw' Anderson did additional production, while Max Coane took on other engineering. Further recording was done at a variety of studios with or without secondary engineers: Pedernales Studio in Austin, Texas, with Jacob Sciba, Jared Dodd and Bobby Huber; Sunset Sound in Hollywood, California, with Grahm Hope and Clifton Allen; Fox Force Five Recordings in Hollywood; Ameraycan Studios in North Hollywood with Alek Edmonds and Mat Camara; Paramount Studios in Hollywood with Nicolas Fournier; Rock Xentral in Sherman Oaks, California, with Jose Alcantar; Studio Delux in Van Nuys; and Blue World Music in Dripping Springs, Texas. Neil Couser handled additional engineering on "What Gets You Off", as did Pete Martinez on "Suicide Blonde". Chris Rezanson contributed additional programming on "American Love".

McMahon wanted to make a "very organic" and "natural-sounding" album that stood apart from a few of the "more digital approaches" used when recording music. These sessions marked the first time McMahon worked in the studio with his backing band, which consisted of Anderson, bassist Jon Sullivan and drummer Jay McMillan. McMahon mentioned the studio dynamic changed slightly having his band in the studio with him, giving it a more familiar feeling. Wanting to have the album "feel played", as opposed to "chopped up and doctored", a lot of ideas were shared among everyone in the studio—six or seven people at any given time. McMahon had some trouble with his label Sire/Warner Bros. Records, which was in the process of internal changes. Among other things, he was unsure who he was supposed to play his music to, and who oversaw the recording budget. Occasionally, the recording process was halted until details had been settled with his label. Most of the recording was done by December; additional vocals and overdubs were tracked later that month. The album was planned to be mixed in January, however, the business process began to overwhelm the recording process. McMahon decided to take a sabbatical that month instead.Shea 2008, event occurs at 41:20–32 He learned of a friend's plans to go on a surfing trip in Costa Rica and drove to New York, before the two flew to Costa Rica.Shea 2008, event occurs at 42:06–25 Recording eventually concluded in May, with a total of 24 songs being tracked. Chris Lord-Alge mixed the recordings, while Ted Jensen mastered them at Sterling Sound Studios in New York.

Composition The album's title The Glass Passenger is taken from "Hey Hey Hey (We're All Gonna Die)", a track written early in the writing process. Ultimately, it was not recorded for the album but appeared on the band's next album People and Things (2011). McMahon said it was symbolic of his fragile state in the days leading up to his diagnosis. He wanted to avoid writing "the cancer record" as he described it, preferring instead to tackle other themes that had cropped up in his life—the most common being able to find "light in the struggle [of getting through life]". The material dealt mainly with the aftermath and recovery from his illness and his new-found perspective on the world. Musically, the album's sound has been classed as power pop, with comparisons being made to Ben Folds, and McMahon's piano playing being described as reminiscent of Bruce Hornsby.

"Crashin" is about suffering from writer's block and being able to get through it. The pop rock track "Spinning" has quiet verses; it features McMahon harmonizing with Stacy Clark. McMahon was in the post-recovery stage of his treatment dealing with posttraumatic stress and depression. One night, he wrote several words on a piece of paper. When he woke, he saw the word "Swim"; he viewed it as a sign to pull himself out of his issues.Entertainment Tonight 2017, event occurs at 3:42–4:13 "Swim" became the song with which McMahon felt he would overcome his problems.Entertainment Tonight 2017, event occurs at 4:29–32 "American Love", alongside "Bloodshot", channels new wave with additional keyboards by Patrick Warren, and horn instrumentation by Grooveline Horns. McMahon had trouble writing it initially, until he looked through his journal. He highlighted phrases written in the preceding six months and wrote verses with these lines in them. They describe a person struggling in a bad situation.Shea 2008, event occurs at 17:21–18:24 "What Gets You Off" is about the recovery of McMahon's libido. "Suicide Blonde" features new wave-style guitar parts, alongside McMahon, Wirt and Anderson playing kazoos, and Sullivan using a talk box. "Annie Use Your Telescope" initially lasted for two-and-a-half minutes, until Wirt suggested it be extended. It features strings, and Sullivan playing the upright bass.

"Bloodshot" features reggae-influenced verses with McMahon, McMillan and Sullivan providing hand claps and stomping. McMahon said it was a character study of people other than himself. "Drop Out - The So Unknown" is a power pop track, in the vein of Folds. "Hammers and Strings (A Lullaby)" is an ode to the piano and has its origins during McMahon's time in Something Corporate. "The Resolution" and "Caves" talk about McMahon's battle with cancer. The title for "Caves" came from the name of the rehearsal space where he wrote it. McMahon came up with the song's piano hook after hearing it in his head at 2:00 AM. He got up, went to his piano and began writing the track, which he tried to avoid writing as he "wasn't sure [he] wanted to live it again". Each verse of the latter track is about a different occasion while he was in hospital. The first half of track has McMahon playing the piano and singing in a falsetto before the piano speeds up and fades out, prior to the full-band performing. The second half of the song addresses the aftermath of him leaving the hospital. "Cell Phone" is an outtake tracked at the end of the Everything in Transit sessions but was left unfinished at the time. Its theme is relationship-centric; while recovering from his illness in the studio he re-listened to the song and re-wrote it.Shea 2008, event occurs at 9:11–21, 10:20–29, 10:45–58

Release Initial promotion and delays In December 2007, The Glass Passenger was announced as the title of Jack's Mannequin's next album. Later that month, McMahon said the album was expected to be released in April/May 2008. On January 30, 2008, it was disclosed the band had signed to Sire Records having been moved to Sire by Warner Bros. after Maverick Records folded. On February 25, the album was announced for release on April 22 but was eventually pushed back. AbsolutePunk reported on June 3 the album had been mixed and was in the process of being mastered in New York. During July, McMahon told the Montclair State University student newspaper the release date would be moved to late August or early September 2008. On July 18, the album's final release date was given as September 30. The album's track listing and artwork was revealed on July 28. "The Resolution" was posted on the group's Myspace profile on August 4. On August 5, an EP titled The Ghost Overground was released exclusively on iTunes. It contains two new songs "The Resolution" and "Bloodshot", and live versions of "Kill the Messenger" and "Holiday from Real".