It was recorded at Deep Dot Studios in Houston, Texas in the winter of 1994.

The title of the album refers to an unusual snowfall in Houston.

[citation needed] "Whispers" was demoed by Blue October and renamed "Pigtail Pretty Baby".

"Still Broken" was re-recorded by Blue October during the sessions for their album Sway, but was not included in the final track listing.

[citation needed] Lyrics for the songs on the album were written by Justin Furstenfeld, except Regrets was written by Greg Hammond, Amy's Song and That Morning were written by Amy Immel, and Tangerine was co-written by Amy Immel and Justin Furstenfeld.