Recorded at RCA's Music Center of the World in Hollywood, the Cass Elliot album was produced by Lewis Merenstein with Benny Golson, the latter serving as conductor/ arranger.

"I Think It's Going to Rain Today" was written by Randy Newman and released on his 1968 eponymous debut album and recorded by Dusty Springfield that same year.

The song became a hit for Tommy Edwards in 1958 and has since been performed by artists such as Barry Manilow, Van Morrison, Maureen McGovern, Andy Williams, Johnny Mathis, Art Garfunkel, Robert Goulet, Nat King Cole, and Phoebe Snow.

The album cover was shot by Hollywood photographer George Hurrell emulating the same style and glamour he used on movie stars such as Greta Garbo, Joan Crawford and Carole Lombard in the 1930s.

Although many artists would embrace and have success with standards such as Bette Midler, Liza Minnelli and Rod Stewart in years to come, the album was considered out of sync with the current musical trends.