Among the artists who accompanied Cornell on his second solo release was friend Gary Lucas, who contributed acoustic guitar to some of the tracks.

[14] He was apparently "rear-ended by a truck in L.A.'s Studio City while riding his motorcycle" and "catapulted 20 feet into the air."

"[1] Cornell stated that he took influences from a variety of genres including heavy rock on the recording of Carry On.

"[18] Cornell announced that "No Such Thing" would be the album's first single during interviews with various radio stations around the United States.

The album also features a cover of Michael Jackson's hit song from Thriller, "Billie Jean".