The album consists of Bingo reading his poems to an improvised musical accompaniment by WFMU DJs R. Stevie Moore, Bob Brainen, Dennis Diken, Dave Amels, Chris Bolger and Chris Butler, and engineered by Amels.

Tracks 17-18 are bonus tracks with My Robot Friend (Howard Rigberg).

Personnel:
R. Stevie Moore: piano, bass, guitar, theremin
Dennis Diken: drums, percussion
Chris Bolger: guitar, bass, egg, Moog Source
Chris Butler: guitar, conga, autoharp, bass
Dave Amels: Arp Odyssey, Farfisa, Moog Source, piano, theremin
Bob Brainen: drums, percussion