The album features several songs Prine co-wrote with Nashville veteran Gary Nicholson and includes contributions from guitarist Waddy Wachtel and Marianne Faithfull.

The song was inspired in part by Prine's crumbling marriage and a series of grisly murders the singer remembered the Chicago news media having a field day with when he was a kid.

"Ain't Hurtin' Nobody" was inspired by one of the singer's childhood trips to the beach and would be chosen to be Prine's second music video (the first having been "Picture Show").

Rolling Stone magazine commented, "Unlike virtually every other act in his age group, veteran singer/songwriter John Prine is doing the best work of his career right now.

"[6] Biographer Eddie Huffman takes a dim view of the lyrics to several songs, such as “We Are the Lonely” and “Leave the Lights On,” the latter of which was credited to Prine, Howie Epstein, Phil Parlapiano, and drummer Joe Romersa: “Prine seemed to be aiming at Cowboy Jack Clement-style whimsy, but it’s a wonder no one convinced him it was a terrible mistake to rhyme ‘telephoney’ with ‘Rice-A-Roni’ and ‘forty-two-inch Sony’ with ‘Twilight Zoney’.”[2]