The album was a transitional one for the band, as it was their first recording after the departure of Birdsongs co-founder Roger Miller who had been replaced by saxophonist Steve Adams. Adams soon left the band to join the saxophone quartet ROVA and was in turn replaced by Ken Field. Both Adams and Field recorded material for Faultline. The introduction of a saxophone also tilted the band’s sound slightly towards jazz, and away from the aggressive punk influenced version of prog rock featured on the band's earlier recordings.