The album is a Soul and Disco record that includes rhythm arrangements by Bill Meyers, David Wolfert, and Greg Mathieson, and vocal arrangements by group member Lawrence Payton. It was recorded at Cherokee Recording Studios in Hollywood and RCA Recording Studios in New York City and features instrumentation by notable musicians such as Jeff Porcaro on drums and Ron Carter on string bass. A key single from the album was "When She Was My Girl", which was a major hit for the group.