In March 2005, Radiohead began writing and recording new music in their Oxfordshire studio.
In an effort to "get out of the comfort zone", they decided against involving producer Nigel Godrich, with whom they had recorded five albums.
One day, Yorke left the studio, returning to find that Godrich and Jonny Greenwood had stripped the song down to the version found on the album, a minimal piano ballad.
Yorke has said that the album's lyrics are based on "that anonymous fear thing, sitting in traffic, thinking, 'I'm sure I'm supposed to be doing something else' ... It's much more terrifying." At the same time, Yorke felt "there's very little anger in In Rainbows.
It's in no way political, or, at least, doesn't feel that way to me. It starts in one place and ends somewhere completely different." The song "Bodysnatchers" is inspired by Victorian ghost stories, the 1972 novel The Stepford Wives and Yorke's feeling of "your physical consciousness trapped without being able to connect fully with anything else." "Jigsaw Falling into Place" is about a set of observations and different experiences, partly of the chaos witnessed by Yorke when he used to go out on the weekend in Oxford.
Yorke said "The lyrics are quite caustic—the idea of 'before you're comatose' or whatever, drinking yourself into oblivion and getting fucked-up to forget ... But there's a much darker side." and regularly put up images in the studio and on the studio computer for the band to interact with and comment on.
He also posted images daily on the Radiohead website, though none were used in the final album artwork.
He originally planned to explore suburban life, but realised it did not fit the album, saying "it's a sensual record and I wanted to do something more organic." Describing the album cover, Donwood said: "It's very colourful—I've finally embraced colour!
By October 2008, In Rainbows had sold over three million copies worldwide.
In mid-2006, after their initial recording sessions with new producer Spike Stent proved fruitless, the band toured Europe and North America performing In Rainbows material before re-enlisting their longtime producer Nigel Godrich.
The album is more personal than previous Radiohead albums, with singer Thom Yorke describing most of the songs as his versions of "seduction songs".
His solution was to have a string section play every note of the scale, blanketing the frequencies.
Yorke described the process of composing "Videotape" as "absolute agony", stating that the song "went through every possible parameter".