The album was recorded during and after the tour in support of Monster in 1995. The material on the album mixed the acoustic, country rock feel of much of Out of Time and Automatic for the People with the rock sound of Monster and Lifes Rich Pageant. The band have cited Neil Young's 1973 album Time Fades Away as a source of inspiration. Mike Mills said: "We got into the studio feeling very happy and relieved that everyone was okay, especially Bill. It brought us all much closer and made us realise how important we are to each other. Once Read more on Last.fm.