In May of 2011, Butler relocated to Austin, Texas from Jacksonville, Florida. Having been active with his quartet since 1994, Butler started getting antsy to play after taking nearly a year off to get settled from the move. A lengthy search eventually led to meeting and playing with drummer Eoghan McClosky in March of 2012. Butler and McClosky brought in a few bass players before Michael Day stepped in to take the bass chair. After several months of trio rehearsals, and a continuing search for a saxophonist, they found Sterling Steffen to round out the lineup.

The music sounds like recordings of early 80’s Miles, Zappa, MBase, Romantic-era classical, Keith Jarrett, Ravi Shankar, and Ornette were put into a pot, covered with aluminum foil, and then microwaved.