The sequel to the popular Pearls album, A&M decided to play it safe by keeping Gus Dudgeon as producer. Another set of songs, old and new, helped to maintain Brooks' popularity. The album remained in the charts for 25 weeks, where it joined its predecessor which was still riding high. Pearls II was later released on CD in 1993. Three hit singles and a busy tour schedule maintained a high profile allowing Brooks a two-year gap before the release of her next album, Minutes.
Originally, the album had a more rock-orientated feel and included a stunning long version of Free's "Be My Friend" with a one-take vocal. However, the label was concerned that this harder direction would alienate Brooks' fans and hurriedly recorded "Loving Arms" as a replacement.