The backing tracks were recorded by producer Clarence Paul in New York City and Chicago, using arrangers Jerome Richardson, Melba Liston, and Ernie Wilkins.

[1] Critic Richie Unterberger describes the album as "competently done, but ... supper-club fare, in which Gaye comes off as a sub-Nat King Cole rather than his own man.

"[2] Gaye's biographer David Ritz says: "His ballad style remained self-conscious and restrained...

The results were flat, though on the up-tempo numbers he swung effortlessly, demonstrating his natural feel for jazz.

"[1] After When I'm Alone I Cry was unsuccessful upon its release, Gaye finally gave way to pressure to record more R&B and soul material.