[18] During a break from Crowded House following the Canadian leg of the tour in support of their second album, Temple of Low Men, band-leader Neil Finn began recording songs with his older brother and former Split Enz bandmate Tim Finn.

Once these sessions were complete, Neil teamed back up with Nick Seymour and Paul Hester to write and record Crowded House's third album.

Former Beach Boys drummer Ricky Fataar, and member of the Rutles, is credited on three of the Finn Brothers songs, "All I Ask", "There Goes God" and "Weather With You".

The addition of Tim Finn and the inclusion of songs originally written for the Finn Brothers project gave the album a more upbeat and optimistic sound compared to its darkly personal predecessor, "represent[ing] the joy of reunion and the freedom of a collaborative effort", as Chris Woodstra of Allmusic remarked.

Multi-instrumentalist Mark Hart, who had played some keyboards on Woodface, was recruited to replace Tim for the remaining dates.

The following songs were recorded by Crowded House for Woodface before Tim Finn became involved but were not included on the album.

"My Legs Are Gone" had previously been released on I Like It Rare, a rarities compilation available through Frenz of the Enz, the official Crowded House fan club.