Steven Page began collaborating with songwriter Stephen Duffy in the early 1990s, and their first co-written tracks appeared on the Barenaked Ladies' second release, Maybe You Should Drive.

Following its release, Page toured on his own in support of the album, performing the songs acoustically on guitar, mainly in music and book stores around the United States.

In January 2007, Page put together a band for the Barenaked Ladies Ships and Dip Cruise to perform a concert of The Vanity Project music with him.

The band performed with Page on each of the Ladies' subsequent cruises: in January 2008, two shows in the Carnival Victory's Adriatic Lounge on Ships and Dip III (with Craig Northey (guitar, vocals) and Murray Atkinson (guitar, vocals, keyboards) from the New Odds in place of Fogul); and in January 2009, one show on Ships and Dip V in the Spinnaker Lounge on the Norwegian Jewel (with Doug Elliot (bass), also of the Odds, in place of Chandler Coyle).

All tracks are written by Stephen Duffy and Steven Page, except where notedTrack 5, "That's All, That's All," was originally recorded with Barenaked Ladies in 2000 for Maroon.