Henry recorded the album at The Garfield House in South Pasadena, California between January 9–12 and February 22, 2007.

The album also includes guest musicians Loudon Wainwright III, Bill Frisell, Greg Leisz, and Van Dyke Parks.

In an interview with Impose Magazine,[1] Henry stated that he wanted the album to be less about the production, and geared more toward the feel of "a band playing in a room."

The album received generally strong praise across the board, achieving an average score of 77 on Metacritic.

[5] Thom Jurek of AllMusic praised the album for its straightforward sound, and that Civilians is "the evidence of what pop music can and should be, profound without being self conscious, elegant while wearing its seams in plain view, and full of speech both lyrically and musically that invites the listener in for a real conversation.