The second had lyric additions by Barlow (at the behest of Davis). Mydland's 'Far From Me' and 'Easy to Love You' were written for Weir's band but Garcia encouraged him to present them to the Dead. A third Garcia-Hunter effort, 'What'll You Raise,' was not recorded to the guitarist's satisfaction during the sessions after failing to enter their live rotation it was ultimately released as a bonus track on the album's 2004/2006 reissue. Hunter said the title character of the latter was inspired by Minerva. Both were composed with his writing partner Robert Hunter: the lyrically obtuse, Berry-esque rocker, 'Alabama Getaway' and the meticulously arranged 'Althea'. Lead guitarist Jerry Garcia brought just two songs for the album.

Both 'Lost Sailor' and 'Saint of Circumstance' mention sails and navigation, and reference the Dog Star. Weir had a greater influence than on previous studio albums, writing three of the songs, with his lyricist John Barlow. I think of recording as sort of a necessary evil in a way. So to cut that up it no longer sounded the way Jerry thought.' According to recording engineer Betty Cantor-Jackson, 'Jerry's sitting there and Gary says, 'Well, what do you think?' And Jerry says, 'I wouldn't play it that way.' It was true, because his style had a certain logic to it and there were certain ways he put together notes, the sequence of notes, which had to do with the way he thought about music. Instead of compiling different takes of a solo, as with other productions, Lyons learned to keep the sequences whole. The album was recorded at the band's own studio however, as happened while finishing Terrapin Station, overdubs were made in New York City (at Media Sound) while the Dead toured the region. He commuted between California and New York, trading off with assistant producer Peter Thea. With track construction stretching past a couple months, Lyons simultaneously began working with Aerosmith, taking over the production of Night in the Ruts. Davis sent British producer Gary Lyons, who was known for his success with Foreigner's debut album. As with the previous two albums, they used an outside producer, per an agreement with Clive Davis, and in the hope of a more mainstream production with greater commercial potential (and perhaps a hit single).

The Grateful Dead were contractually obligated to record another studio album before they could release live material. Following that, he toured with rhythm guitarist Bob Weir's solo band, leading to a keyboard position in the Grateful Dead. While in Silver, Mydland had performed on the hit pop song 'Wham Bam Shang-a-Lang', also playing and writing tracks for that band's 1976 country rock album. Keyboardist Keith Godchaux and vocalist Donna Godchaux left the Grateful Dead in February 1979, replaced in both positions by Brent Mydland.

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