Earle-Tones Music in Hollywood, Los Angeles, California, Producers Studios in Hollywood, Los Angeles, California, Eastcote Productions, in London, England, Mad Hatter in Los Angeles, California, Russian Hill Recording in San Francisco, California
This album features a larger ensemble of musicians than Isham's previous albums. Artists who performed on this album include guitarists David Torn and , bassist Patrick O'Hearn, drummer Terry Bozzio and vocalist Gayle Moran. O'Hearn, Bozzio and Maunu were all in Isham's early band . Torn's atmospheric guitar work and O'Hearn's bass playing make a major contribution to the unique style of this album. Most of the pieces are in a long format, often beginning with subtle ambient textures and bursting into more active compositions. The song "In the Warmth of Your Night" is only available on CD and was available on Cassette.
The album's cover artwork features illustrations of the Lissajous apparatus.