The bulk of the album was recorded live in a two week span in Los Angeles with a stellar cast of musicians including Tom Petty and the Heartbreakers keyboardist Benmont Tench
, Red Hot Chili Peppers drummer Chad Smith, Los Lobos singer/guitarist David Hidalgo and Chavez guitarist Matt Sweeney. Rock told MTV News that Rick Rubin's no frills approach was a pretty new experience for him. "[Rubin] kinda pulls out of the artists he works with. ... He has this vision of where he thinks you might be heading, or want to head, and really pulls that out of you and keeps you focused on that," said the rocker. "And, for me, he kind of took me out of my element, which was a little bit weird. I got a pretty good comfort zone: made all my records in Detroit, right by my house, and it's worked out pretty well so far. And to be pulled out of there, and go to LA, and record this whole record there with these phenomenal musicians in a studio [was different].
I'd play the song on acoustic guitar, we'd chart it out, we'd sit in a room as a band, play it three, four times, listen back, come out, play it three, four more times - done," he continued with a smile. "We got the record recorded in two weeks. I didn't know what to do with my free time. I didn't get a lot of positive things done in that off time."