Dominique brought a few songs to bluegrass guitar player Sean Watkins (founder of the bands Nickel Creek and Fiction Family) whose instrumentation, harmonies and production ideas shaped the second solo EP from Dominique (known for her country band The Lunabelles). In a garage in the hills of east LA, overlooking the Silver Lake reservoir and sky scrapers of Downtown, they experimented with a sea of guitars, a mellotron and various other keyboards, an old drum set, an upright piano, and whatever else fit the song. Dominique called on her friend Max Collins (frontman of the rock group Eve 6) to finish the writing of two songs, "Emily" and "Santa Fe", which features Max's vocals. "The Longing" was written by Jason White, the Nashville-based songwriter best known for his 2002 hit "Red Rag Top", performed by Tim McGraw. Dominique tips her hat to Jason's writing with a stripped down version featuring a programmed beat off a Casio SK1 keyboard. The mixing and mastering was graciously handled by Chip Matthews at The Tin Ear in Nashville, TN. Also in Nashville, Gus Berry mixed "The Longing".