Brokeback is the name of Tortoise bassist Douglas McCombs' side project. In 1999, he released the project's first recording, Field Recordings From the Cook County Water Table, which revealed a slightly less constricted version of the post-rock sound Tortoise had made famous.

Relying heavily on a Fender six-string bass, Brokeback is a minimalist fusion of low-end jazz and a plethora of other influences, ranging from rock to ambient to hip-hop. Field Recordings featured a number of musicians associated with the Chicago ambient circuit, including vocalist Mary Hansen of Stereolab and trumpeter Rob Mazurek and percussionist Chad Taylor of the Chicago Underground Duo. On a tour following the release of their first album, McCombs, Taylor, Mazurek, and upright bassist Neil Kupersmith began experimenting more with improvisation, which led to the next turn in the band's career path.

In preparation for their sophomore album, Morse Code for the Modern Age: Across the Americas, Kupersmith was added to the permanent lineup, making Brokeback a two-bassist duo. The project that started out as a solo endeavor has evolved into a highly collaborative affair. Also brought on board for this recording -- a more free-form production than its predecessor -- were Tim Foljahn (Two Dollar Guitar), James McNew ( Yo La Tengo), and, once again, Mary Hansen of Stereolab.