During the recording sessions for Nelson's collaboration album with Merle Haggard, Pancho & Lefty, the producer Chips Moman and Bobby Emmons suggested that they record Johnny Christopher's "Always on My Mind".

In his autobiography, Nelson stated: "We'll never know what would have happened if Merle had really heard the song right.

'Always on My Mind' bowled me over the moment I first heard it, which is one way I pick songs to record".

[3] The rest of the album was constituted by adult-contemporary and pop standards, such as "Do Right Woman, Do Right Man" and Paul Simon's "Bridge Over Troubled Water",[4] as well as re-recordings of his own songs including "Permanently Lonely" (originally recorded for 1969's Good Times LP) and "The Party's Over" (originally recorded for The Party's Over released in 1967).

A 2003 re-release of the album included two bonus tracks: "The Man Who Owes Everyone" and "I'm a Memory" (another re-recording of an earlier release).