At the start of 2012, 27 Lights set out to develop a new set of songs at the band's home on General Pershing Street in New Orleans. The first recordings began in March: Bob, Bill and Vince laid down drum, guitar, piano, and bass tracks, mixed them and sent the skeleton songs out to a short list of vocalists and instrumentalists invited to contribute to the album.

The first to show up were saxophonist Nick Ellman and trumpeter Carson Whal. The two tracked the horns to an instrumental piece that was christened "The Fludd" after seventeenth-century philosopher Robert Fludd, known for his theory of the celestial monochord. In the following weeks Nick Ellman recorded to two other songs as well.

Upon receiving the recordings, vocalist Meagan Simone wrote lyrics to a track called "Diamonds." Next, Dexter Gilmore responded with poems to the “Heavy Dub.” Dexter was over that week to record his part at the General Pershing location. Later that week, Vince was sitting on the porch during a break from mixing and saw his neighbor Lloyd, also an excellent vocalist. Vince rushed him up stairs, and tracked his vocals to the Heavy Dub as well.

Next they began tracking rapper Roy “Tha Royal Bandit” Briggs on the verses of what became "All That I Know", but he’d only finished the first verse when work was interrupted by practice for an upcoming 27 Lights show.

The following weekend, May 11th, 27 Lights performed instrumentally at Café Prytania featuring Nick Ellman on sax. They met a songwriter and vocalist named Thomas “Tah” Hyde. Before the end of the weekend, he had begun recording vocals to a song. That week cellist Daniel Andrews stopped by to record tracks over what was being called the "Happy Dub."

On May 22nd, the band took their work to Adam Stewart’s house to begin the post-production process. It was clear that more vocals were needed on some songs -- the hope was that Tah would write the choruses to the tracks Roy had started. For the "Happy Dub," Adam came out of nowhere with the hook “Every time she calls my name I know” and added a great opening verse. Then Roy —Adam's roommate — popped into the studio and said, "Let me hit that second verse." Instantly, that song was finished.

The next two days were filled with mixing until Tah showed to record the choruses to "All That I Know." With Adam's help, mixing continued until the end of May, when the band closed the door on its New Orleans chapter and moved to Baltimore.