Technically a Tom Petty solo album, all of the Heartbreakers also appeared on this album, including Steve Ferrone who had just joined the band.

This album was produced by Rick Rubin with Tom Petty and Mike Campbell and was recorded at Sound City in Van Nuys, CA and Ocean Way Recording in Los Angeles, CA.

You Don’t Know How It Feels and You Wreck Me were released as singles from this record.