Vince Neil, together with then manager Bruce Bird and Jack Blades, originally approached long time friend and ex-Ozzy bassist Phil Soussan to help him write the album and put a band together.

The original lineup was to have featured Adrian Vandenberg of Whitesnake and Manic Eden on guitar but a switch was made at the last minute, at Warner Bros. recommendation, and Steve Stevens was hired.

The former Billy Idol guitarist and Atomic Playboys founder, claims to have subsequently played all bass and guitar tracks on Exposed.

During the final recording process, Soussan left the band after differences with Stevens, who had insisted on wanting to play bass on the album.

The band eventually went on tour, opening for Van Halen on their 1993 tour promoting their live album and the biggest gig was in Canada at Molson Park north of Toronto playing on the same bill with Van Halen and Kim Mitchell on Canada Day July 1, 1993, to over 50,000 fans In an interview conducted with Metal Sludge, Robbie Crane said that he left the band after getting into a fight and punching Neil.

Also included is a cover of "Set Me Free" from the Sweet's Desolation Boulevard, and the Soussan/Neil ballad "Forever", dedicated to the latter's wife Sharise, who filed for divorce from Neil earlier that year.