From the very beginning of this project, around January 1991, right after the Manic Nirvana tour, I knew what I was going to do: go back into my past, listening to [Moby] Grape, the [Jefferson] Airplane, Tim Hardin, Quicksilver, Traffic, and other turning-point artists in rock. These people were trying to tell the listener something, joining various traditions, with the sense of a quest being insinuated and bandied in their acoustic and electronic themes. I'm also proud of what I've attempted to do lyrically [on the album], trying to tell vivid tales that come from a hearty tradition of prose.
The album was Plant's last completely solo album until his comeback with his seventh studio album Dreamland in 2002. The album was mixed at Westside Studios by Tim Palmer.