The Byrds' second album, Turn! Turn! Turn!, was released in December 1965 and while it received a mostly positive reception, critical consensus deemed it to be inferior to the band's debut. Nonetheless, it was a commercial success, peaking at number 17 on the U.S. charts and number 11 in the UK. Author Scott Schinder has stated that Turn! Turn! Turn!, along with Mr. Tambourine Man, served to establish the Byrds as one of rock music's most important creative forces, on a par with the Beatles, the Beach Boys and the Rolling Stones. Like their debut, the album comprised a mixture of group originals, folk songs, and Bob Dylan covers, all characterized by the group's clear harmonies and McGuinn's distinctive guitar sound. However, the album featured more of the band's own compositions than its predecessor, with Clark in particular coming to the fore as a songwriter. His songs from this period, including "She Don't Care About Time", "The World Turns All Around Her", and "Set You Free This Time", are widely regarded by critics as among the best of the folk rock genre. The latter song was even chosen for release as a single in January 1966, but its densely worded lyrics, melancholy melody, and ballad-like tempo contributed to it stalling at number 63 on the Billboard chart and failing to reach the UK chart altogether.
While the Byrds outwardly seemed to be riding the crest of a wave during the latter half of 1965, the recording sessions for their second album had not been without tension. One source of conflict was the power struggle that had begun to develop between producer Melcher and the band's manager, Jim Dickson, with the latter harboring aspirations to produce the band himself, causing him to be overly critical of the former's work. Within a month of Turn! Turn! Turn! being released, Dickson and the Byrds approached Columbia Records and requested that Melcher be replaced, despite the fact that he had successfully steered the band through the recording of two number 1 singles and two hit albums.