The album was released a few months prior to Riabko's high school graduation.

He played guitar and bass for the recording along with backing from former Prince drummer Michael Bland and former Grapes of Wrath keyboardist Vince Jones.

Liz Phair and Robert Randolph contributed guest vocals.

Most of the album's recording took place at Sound City in Los Angeles.

The tracks "Before I Speak" and "Doesn't Get Much Better" were recorded in Riabko's bedroom at his parents' home just prior to the completion of the album.