The album is Trout's first fully fledged blues album in 23 years as a bandleader, drawing on his experiences playing with legends such as John Lee Hooker, Big Mama Thornton, Finis Tasby, Pee Wee Crayton, Lowell Fulsom, Percy Mayfield and Joe Tex when he first arrived in Los Angeles in 1973. By 1981 Trout had joined Canned Heat, and soon went on to play with John Mayall's Bluesbreakers, joining a lineage that includes Eric Clapton, Peter Green and Mick Taylor.

"My main inspiration for this album was the country bluesman Blind Willie Johnson, an early blues innovator who recorded such timeless gospel informed blues numbers as 'Soul of a Man' and 'Nobody's Fault But Mine,'" Trout says. "His music is beautiful, primal, direct and deeply spiritual. The album explores a side of my music that's rooted in my first musical love, and it reveals something about me, too. It sums up the thoughts and attitudes of somebody who is getting a little older and is feeling like he's a part of another era, with different values and a different perspective on life that's prevalent today."