Dr. Strut was formed in 1977. They were originally called "The Legendary Groovadelics" when Berry Gordy signed the band to Motown. Berry insisted on a name change and referred to them as "the flagship of the new jazz division". The first two albums sold well (they placed high on the Billboard Jazz Charts). Most cuts were first or second takes with minimal overdubbing. The day before the band was to record the third album, Berry Gordy closed the jazz division of the label. Engineer Barney Perkins insisted that they record the album so they could shop it to american labels.

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