By mid-1989, the group's line-up had changed once again. Guitarist Dave Brock, keyboardist Harvey Bainbridge, and bassist Alan Davey remained. Drummer Richard Chadwick had just established himself, while lead guitarist Huw Lloyd-Langton had left, his position occasionally being filled by former keyboardist Simon House providing lead lines on violin. In addition, singer Bridget Wishart had started to perform with the group. This new line-up recorded a 60-minute live performance at Lenton Lane television studios, Nottingham on 25 January 1990 for broadcast on the ITV late night series Bedrock, later released as the video Live Legends.
The group entered Rockfield Studios in April through to June to record this album, produced with Paul Cobbold. "Black Elk Speaks" features a sample of John Neihardt reading from his book Black Elk Speaks, the testimony of Black Elk as given to Neihardt.
The group undertook a 25 date UK tour in October and November to promote the album, although House had left the group by then. This was followed by 18 North America dates in December, the Oakland Omni Theatre show on 16 December being recorded and released as California Brainstorm.