This album is the second release from Non Stop. It features the performers as well as the music as much of the work is improvised. Most of the compositions are by John L. Holmes withe exception of "Holmesbrew" by keyboardist Mike Friedman. The personnel is similar to the first album but substitutes Chris Holmes on bass. While the group is primarily a studio phenomenon it does perform at wine bar gigs in Walla Walla with a smaller format.