Musicians on the album were Don Van Vliet, vocals, harmonica, and woodwinds; Bill Harkleroad, guitar; Mark Boston, bass; Art Tripp, marimba, drums, and percussion; and John French, drums. French had been arranger and musical director on "Trout Mask Replica". Van Vliet ejected French from the group—both figuratively and literally, by allegedly throwing him down a flight of stairs—shortly after "Trout Mask Replica" was completed, and these roles passed to guitarist Bill Harkleroad. French returned to the group shortly before recording began.