During the set the audience called out for Smithereens songs and the band realized that there was some crossover between die-hard Beatles fans and Smithereens fans. Soon after, DiNizio began to receive e-mails from fans who had attended the concert suggesting the band record an album of Beatles songs. The band was intrigued and decided to record an album of all-Beatles material as a way to reintroduce The Smithereens to their old audience.
The audience's requests led to a realization that there was overlap between fans of The Smithereens and Beatles fans.  Fans suggested the band record an album of Beatles songs.