Featuring songs from and inspired by one of the year's most wildly-anticipated films, the double-CD I'm Not There collection premieres new interpretations of Bob Dylan songs performed by an eclectic cavalcade of acclaimed and celebrated contemporary musicians including Eddie Vedder, Sonic Youth, Jim James, Stephen Malkmus, Cat Power, Jack Johnson, Sufjan Stevens, John Doe, Karen O, Iron & Wine, Mason Jennings, Jeff Tweedy, Willie Nelson, Antony, Los Lobos, Yo La Tengo, Mark Lanegan, Rambin' Jack Elliot, Glen Hansard & Marketa Irglova and more.

Many of the album's performances include backing from the Million Dollar Bashers, an ensemble created for I'm Not There by Sonic Youth guitarist Lee Ranaldo, featuring Sonic Youth drummer Steve Shelley, Television guitarist Tom Verlaine, Wilco bassist Nels Cline, guitarist Smokey Hormel, keyboardist John Medeski and long-time Bob Dylan band bassist Tony Garnier. Eddie Vedder, Stephen Malkmus, and Karen O. are among the artists backed by the Million Dollar Bashers.

Other tracks on the album feature the alternative-country band Calexico backing up artists including Jim James, Iron & Wine, Roger McGuinn and Willie Nelson.