Prior to writing new material, Michael Timmins spent a month collecting various segments of lyrical and musical ideas that were accumulated over the past year.

At the start of the intended writing process, The Cowboy Junkies heard the news that Townes Van Zandt had died.

Michael Timmins found a house near a gristmill on a pond, a couple hours from Toronto called Maiden's Mill.

[6] The bands plan for the album was to develop the songs minimally at this point, and to use a studio and a good producer to help finish up the work.

[10] Craig Leon wrote out the string arrangements, and Gavyn Wright and a small string orchestra created the music, all the while overseen in a small control room which was crowded with the band, Leckie, two engineers, an agent, and a writer, which added up to a very expensive three hours of a recording session.

However, after taking a break from all music for a period, the band decided a few of the mixes could be different, so they had Michael Timmins sit with Chris Lord-Alge (Mr. Mixer) at his Los Angeles studio and re-mix several of the tracks for a few days.