The album comprises eleven original compositions written for the group by Dudley , most of which were recorded live in the studio. The trio pieces are carefully arranged for guitar and bass so that at times the sound is of one large string instrument resonating. Unusual lop-sided rhythms and motifs drawn from free music combine with more standard forms to produce an original and interesting take on the trio format.

Alongside Dudley the album features three luminaries of the UK jazz scene, all of whom he has developed close musical relationships with over the course of many years: CARL ORR is a long time sideman of drummer Billy Cobham; he also leads his own band and has released several albums. NIC FRANCE was the original drummer with big band Loose Tubes; he currently plays with Terry Callier and has recently recorded guitarist Dave Gilmour's solo album. MARK LOCKHEART has recorded three albums as a leader, including his most recent 'Moving Air'. He has also recorded with Delightful Precipice, Robert Wyatt, and Radiohead amongst others, and is currently playing with the Mercury Prize Nominated band 'Polar Bear'.