The album was produced by Butch Walker (Fall Out Boy, All American Rejects, Pink) and Fountains of Wayne's Adam Schlesinger
. Rolling Stone
commented that the sensitive Carrabba and alternative rocker Schlesinger may seem like an odd match. Caribba concurred that was exactly the point. "I thought, 'Here's a guy who might challenge me to look at my songs differently,'" he said. "Adam is a student of a different world of musicianship than I am. He was studying the Beach Boys while I was studying (American punk band) Jawbreaker. It's like we speak the same language but just learned it in different countries."