Clapton chose the name of the album "because that's all I saw myself having left" after his first rehabilitation from alcoholism. After finishing a North American tour, Clapton and his touring band consisting of Henry Spinetti, Gary Brooker, Chris Stainton and Dave Markee went into the Compass Point Studios in Nassau, Bahamas, to record tracks for a new studio album. Listening to the new recordings, Clapton recalled, the songs have got a "pub atmosphere" and represent a "continuation of his work with Ronnie Lane". Producer Tom Dowd, however, was not pleased with the recordings and the sound of Clapton's band, asking Eric to change his band, except for Albert Lee. Clapton changed his band to the line-up as it is presented on the album's liner notes and suffered from multiple collapses during the recording sessions.
Eric Clapton – lead vocals, electric guitar, slide guitar
Albert Lee – acoustic guitar, electric guitar, keyboards, backing vocals
Ry Cooder – electric guitar, slide guitar
Peter Solley – Hammond organ
Donald Dunn – bass guitar
Roger Hawkins – drums
Chuck Kirkpatrick – backing vocals
John Sambataro – backing vocals
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