Songfacts®:

• Frontman Wayne Coyne told Uncut magazine June 2008 about this song: "'Halloween on the Barbary Coast' summed up where we were during Hit to Death in the Future Head. Back in the late '80s, we would go to Vegas a lot. We never had any money, but as were driving through we would stop and gamble away 20 bucks. If we were lucky, we'd win 100 bucks and we'd spend it all just having a kind of experience. We walked into this one casino called the Barbary Coast. There was a strike going on and there was a picket line. At the time we were dyeing our hair and clothes black. You've got to remember, we wouldn't wash our clothes. They'd be dyed black the day that we left for a tour and we'd wear them for three months. The dye would get all over you, little by little, and we'd all look slightly greyish. We walked up to this picket line, this guy said, 'Look at this, it's Halloween at the Barbary Coast.' We never realized what a strange, ghoulish-looking gang we were until someone said that. Here's the middle of summer and we're dressed in black. Everybody does that now. Back then, we were trying to look like weirdoes, and so we probably did to this group of union workers on strike. Plus it sounded like one of our song titles."
• This was the second Flaming Lips album to feature Jonathan Donahue of Mercury Rev on guitar and Nathan Roberts on drums. By the time the album was released, however, both of them had quit the band and were replaced by Ronald Jones and Steven Drozd, respectively.