Bassist Bruce Moreland had departed the group again by this stage, and in order for Chas T. Gray to play bass in addition to his normal keyboard duties, the group took on guest keyboardist Roger Mason from popular Australian band the Models.

Two of the album's tracks, "Living in the Red" and "The Heart Never Can Tell", were recorded at Big Joe's Bar 'n Grill in Bullhead City, Arizona.

The CD and cassette versions included another two tracks from Bullhead: "The Grass Is Greener" and a cover of Woody Guthrie's "Pretty Boy Floyd".

The album title and sleeve notes make reference to the bestselling 1958 exposé The Ugly American, by Eugene Burdick and William J. Lederer.

The front cover painting was by iconic artist Robert Williams, featuring a vicious clown beating another with his fists while female conjoined twins in skimpy attire look on with astonished looks.