In 1963, Miles Davis was at a transitional point in his career, without a regular group and wondering what his future musical direction would be. At the time he recorded the music heard on this CD, he was in the process of forming a new band, as can be seen from the personnel: tenor saxophonist George Coleman, Victor Feldman (who turned down the job) and Herbie Hancock on pianos, bassist Ron Carter, and Frank Butler and Tony Williams on drums. Recorded at two separate sessions, this set is highlighted by the classic "Seven Steps to Heaven," "Joshua," and slow passionate versions of "Basin Street Blues" and "Baby Won't You Please Come Home."