Mutts first played together with tape rolling on Pretty Pictures EP in July 2009. Bob Buckstaff pitched the idea of recording Mike Maimone’s new material after they met as hired musicians for Company of Thieves. The pair instantly clicked over respect for honest, unrefined recordings and love of Tom Waits, Nirvana and Elliott Smith. They called mutual friends Jon Alvin and Chris Faller to engineer and play drums, respectively. Over a 3-day session in an old warehouse on the north side of Chicago, Mutts wrote, arranged and recorded their seminal release.