On this third album the band sets out to make what they refer to as "a rock record", with shorter structured songs.

Recorded live at songwriter's Dan Burton's home studio in Bloomingtan, Indiana, they have accomplish their established criteria with the help of PAPA M, ON FILLMORE, Darin Gray and Cheree Jetton (THE PILOT SHIPS).

"Jefferson At Rest" takes the band more to the rock direction: more confident vocals, more concrete song structures, more pop feel.

The arrangements, while sparse in comparison to past records, still feel lush as filtered through Burton's production, which show his life-long appreciation of daniel lanois and classic 4AD records.