Recorded in 1989 and 1990 and released in April 1991, it was the first time that members David Sylvian, Mick Karn, Steve Jansen and Richard Barbieri had collaborated as a four-piece since 1982.

As the music turned out to be less commercial than originally envisaged, all members of the band aside from Sylvian became amenable to the idea of retaining the Japan moniker, in order to gain maximum exposure.

According to Karn, "the whole concept and direction of that album was that it was going to be very pop-oriented", wanting "to surprise people by doing the unexpected—by coming back into a market which we'd left behind a very long time ago.

[3] There had initially been talk about doing a second or third album, and possibly touring, but ultimately, personalities clashed toward the end of the project, with Sylvian citing differences of opinion, money and the re-emergence of "old tensions and frustrations".

In an interview in 2009, Sylvian said: "Although much of the finished work incorporates seeds of the original improvisations from which it grew, there was a lot of re-recording and polishing of the material.