By the early 1980s, the Doobie Brothers had evolved from the guitar-boogie sound under original band frontman Tom Johnston to a soulful keyboard-driven AOR sound under Michael McDonald. Despite the many personnel changes in the group, Patrick Simmons remained from the original incarnation of the group.
In 1982, Simmons decided to retire from the group after years of constant touring and recording. When the band decided to break up in light of his impending departure, Simmons encouraged the group to make one last tour during the summer of 1982 as a way of thanking the group's loyal fanbase. This tour became known as the "Farewell Tour."
The front cover shows Keith Knudsen cutting the strings on John McFee's guitar as a symbolic gesture. The last two songs on the album were recorded at the final concert of the tour in Berkeley, California, on September 11, 1982 with vocals by original lead vocalist and guitarist Tom Johnston. For a long time the album was available on CD only in Japan, but ultimately it was re-released on CD by Rhino/WEA on August 26, 2008.
"Can't Let It Get Away" and "Olana" are songs that the band had recorded in the studio but not released on albums. The studio version of "Can't Let It Get Away" was released only on a one-sided single in Japan in 1981, while the studio version of "Olana" remained unreleased until it appeared on Long Train Runnin': 1970-2000.