 Shepard continued working on new material, and for the new album chose to record in Utah at the studio of Salt Lake's Crying Girl Records.Crying Girl is a small label run by Blake Henderson of another Utah-based indie group, TaughtMe.Because of its low key nature, Shepard was able to work on Uzi and Ari's second album for a number of months in Henderson's studio, rather than purchasing recording time in a block as he had done for "Don't Leave in Such a Hurry".