It was the group's first album to feature keyboard player and guitarist Julia Nagle and the last to feature Brix Smith, while longtime guitarist Craig Scanlon was fired in late 1995 during troubled recording sessions for "The Chiselers" single which preceded the album.

The album also features some vocals from producer Mike Bennett, as well as a rare lead vocal from drummer and guitarist Karl Burns on a cover version of Johnny Paycheck's "Stay Away (Ol' White Train)."

The album's second cover version, "Last Chance to Turn Around", was a Top 20 hit for Gene Pitney in 1965.

[9] By the end of the year, they were playing without Brix and Burns, (Julia Nagle took one Christmas concert off to be with her son).

Iconoclassic Records released a 2 CD deluxe edition in 2022 with 12 bonus tracks, including "The Chiselers, "Chilinist," alternate versions and mixes, and live material.