The songs were written and performed by Mike Batt (vocals/keyboards) with session musicians Chris Spedding (guitars), Les Hurdle (bass), Clem Cattini (drums), Ray Cooper (percussion), Rex Morris (sax), Eddie Mordue (sax) and Jack Rothstein (violin).

This was a departure from the first two albums, being a partial concept album with the first side (subtitled "Orinoco's Dream") following singer Orinoco Womble through a series of dreams.

[1] The styles included pop, rock and classical (Hall Of The Mountain Womble is an arrangement of In the Hall of the Mountain King by Edvard Grieg).

[2] All songs written by Mike Batt, unless otherwise noted.

"The Orinoco Kid" was later released on the B-side of "Superwomble".