With his band on hiatus following the release of 2001's Record in Red, singer, songwriter, and guitarist Jorma Whittaker began focusing on solo material. He enlisted longtime collaborator and former bandmate LonPaul Ellrich—also known for his work with June Panic and His Silver Sound, Morsel, and Sardina—to produce the sessions. Together, they brought in a group of trusted collaborators to help flesh out the arrangements and bring Whittaker’s introspective songwriting to life. Shortly after completing these sessions, Whittaker relocated from Michigan to Brooklyn, New York, marking a new chapter in his creative journey and laying the groundwork for his continued evolution as a solo artist.