The project initially began with Geffen Records and was to be a collaboration between Fahey and young musicians influenced by his earlier work. When this idea later collapsed, Thirsty Ear Records producer Peter Gordon assembled the Cul de Sac/Fahey project. Cul de Sac had previously covered Fahey's song "The Portland Cement Factory at Monolith California" on their debut album Ecim. Glenn Jones, the band's leader and guitarist, became interested and influenced by Fahey's early music while still in high school. He describes the band's project with Fahey in great detail in the original liner notes. The rehearsals and sessions were the source of friction between Fahey and the band. Jones later called the making of the album an "ordeal" and described the relationships between the two parties as "musical antagonism". Fahey later claimed to have erased all the early tapes of the music Cul de Sac brought to the sessions, a claim Jones refutes in subsequent interviews. The final two tracks are spoken word recordings. The sessions also mark the first appearance of the Great Kooniklaster, an Art Deco object Fahey acquired, named, and placed in the studio to bring focus to the sessions. It later appeared as the title of the Fahey tribute album the Great Koonaklaster Speaks: A John Fahey Celebration.