 Following the release of the 1973 album "Frampton's Camel", keyboard player Mick Gallagher chose to leave the group, and for the next album Peter Frampton played keyboards (except on 'Sail away' and 'Waterfall' played by Nicky Hopkins) in addition to his more customary guitar duties.Frampton retained British bassist Rick Wills, and drummer John Siomos (credited as John Headley-Down) for "Somethin's Happening" which was recorded, with Chris Kimsey engineering, at Olympic and Island Studios in London, and at Headley Grange in Hampshire, a former workhouse which had been previously used by Led Zeppelin for some of their notable recordings.The Hipgnosis-designed album cover is notable for its freeze-frame photos of the band having buckets of water thrown in their faces.