[1] The album was produced with Juan Patino, "with an ear for greater 'orchestration'" to reflect the dual influence of classical music and 70s pop on Loeb.

She cited two things as particularly influential on the composition of the album: touring with Lyle Lovett and performing at the inaugural Lilith Fair festival.

Rolling Stone labeled it a "disappointing" return that felt like "the sound of a songwriter stumbling toward adulthood with a sophomore's two left feet.

"[11] Entertainment Weekly declared it a, "well-crafted but largely soporific" that "could have benefited from some extra gunpowder.

All tracks are written by Lisa Loeb, except where indicated This 1990s pop album–related article is a stub.