The album follows Phil Beer's departure from The Albion Band in 1990, allowing Show of Hands to become a full-time partnership.

Nonetheless, having known each other since 1972, they had performed before hand, including when Knightley contributed to Beer's first live album with Paul Downes, Live in Concept (1980), and Beer's role in Knightley's pub rock bands of the 1980s, Short Stories, The Cheats and Total Strangers, when members of those bands could not appear.

[1] In 1990, Beer left The Albion Band, allowing Show of Hands to become a full-time musical partnership.

Titled Out for the Count, each of its songs was recorded straight to Digital Audio Tape (DAT) without any overdubs or other studio work, presenting a basic "live" sound.

[7] Five songs from Out for the Count feature on the compilation album, namely "The Tramp Stamp/Chasing The Jack", "Limbo", "The Leaving Blues", "Walking in the Rain" and "Pleasures of the Town/Seneca Two-Step".

[8] Beer would re-record "Limbo" for his solo album Rhythm Methodist (2005), his version being described as being closer to The Neville Brothers' interpretation of the song.