Tench had always intended on making his own album, but the project gained momentum when Glyn Johns encouraged him to begin recording. Says Tench about Johns: “Glyn is one of the greatest producers & engineers in the story of rock & roll. Hell, he was present at the creation. He has excellent taste, and he brooks no nonsense. He tells you exactly what he thinks, and he backs it up. I love him to death.”

With Johns on board to produce, Tench was thrilled when many of the musicians he most admires, many of which also happen to be friends, jumped at the chance to participate in the sessions. Don Was, who besides playing on the album, signed the artist as the President of Blue Note Records, describes the artist thusly: “Benmont is the most enigmatic, mystical and delightful musician I know. He never plays the same notes twice yet the notes he plays are always perfect and loaded with soul. His artistry is utterly uncategorizable… musicians from all walks of life hold him in the highest esteem and love to play with him. His presence on a session or stage elevates everyone’s performance to new heights.”