Recorded at Electrokitty and Avast in Seattle, WA November 2011 - February 2012. Produced by Kurt Bloch.
All songs lyrics/music - Kasey Anderson except "Abaddon Blues" (lyrics - KA/music - Kasey Anderson and Andrew McKeag), "Down, Lucine" (lyrics - KA/music - Kasey Anderson and Andrew McKeag), "Two More Bottles of Wine" (lyrics and music Delbert McClinton)
The Honkies: KA - vocals, guitars; Andrew McKeag - guitars, vocals; Ty Bailie - keys; Eric Corson - bass, vocals, Mike Musburger - drums percussion
Guests: Jeff Fielder - dobro, guitar, vocals; David Immergluck - mandolin, vocals on "All the Good You Lose"; Mike McCready - guitar on "The Lucky Ones"; Tim Rogers - vocals on "Older Guys"; Curtis Salgado - harmonica on "Two More Bottles of Wine"; Star Anna - vocals; Super Secret Seattle Horns - horns on "Just Kids"; West Seattle Children of Musicians - Reagan shouts on "Some Depression"