The original version featured different lyrics sung by Baby Grand frontman David Kagan.

[3] Hyman and Bazilian, as well as others associated with The Hooters, including producer Rick Chertoff, had a significant hand in the making of this album.

"Downtown Train", by Tom Waits, was covered that same year by country singer-songwriter Mary Chapin Carpenter for her album Hometown Girl and later in 1989 by Rod Stewart and included on his 1989 box set Storyteller.

"Call To Heaven" was originally "Les Morts Dansant", from British hard rock band Magnum's 1985 album On a Storyteller's Night.

Chertoff was one of the people on the production team of Cyndi Lauper's She's So Unusual, and would work with platinum-selling singer-songwriter Joan Osborne on her 1995 album, Relish.