[2] Following an American tour to support their first album, the band returned to the studio in the spring of 1970 to begin work on their second.

Keith Relf and Jim McCarty were the first to leave, deciding to cease as performing members but remain involved with production and composition for the band.

However, due to a lack of material for the album, the original line-up reassembled, minus Hawken and plus guest keyboardist Don Shinn, to record "Past Orbits of Dust".

Henceforth they named the reformed band "Illusion", alluding to the album they had recorded as the previous group.

Their first album under this band name, entitled Out of the Mist, included a reworking of the song "Face of Yesterday".