This was the debut album for AOMUSIC (also known as "AO"), released on their small indie label (AO Music/Arcturian Gate) March 21, 2000. The tracks were composed, produced and recorded by Richard Gannaway and Jay Oliver in their private studios between 1996 and 1999. The album was a new direction for both artists, who at that time were primarily involved in rock and jazz projects. The album saw quite a bit of airplay on NPR radio throughout North America.