Space Opera were formed in the late '60s by Brett Wilson (drums/percussion), Philip White (bass/guitar/keyboards/vocals), Scott Fraser (guitar/keyboards/vocals), and David Bullock (guitar/flute/harmonica/vocals). (All but Wilson had appeared in the one-off studio group Whistler, Chaucer, Detroit & Greenhill, whose lone LP became a collector's item after the band's T-Bone Burnett became a well-known producer and performer.) After years spent playing small gigs and large festivals alike, the Dallas/Ft. Worth-based group finally recorded their first album in 1972. After moving to New York, the band impressed legendary music biz big-shot Clive Davis enough to be offered a contract with Columbia. The band turned the offer down and decided to sign with Epic's Canadian branch because they were offered creative control of the album.