During the first year of the Mamas & the Papas' success, producer Lou Adler had grown extremely close to the group members, especially John and Michelle Phillips. During the course of many conversations, the Phillipses attempted to explain to Adler the tangled web(s) that were the origins of the group, and from which other incarnations they had evolved from. To set the record straight for Adler (and to get another original song written, which was indeed becoming something scarce), John and Michelle decided to tell the group's story in the form of a tone poem. The result is a charming piece of modern pop art, cast in a breezy folk-pop motif with a slight country-blues flavor. Dropping names left and right (McGuinn and McGuire, Sebastian and the Spoonful, among others), the Phillipses told the group's rags-to-riches story from the Mugwumps and the Journeymen through their woodshedding in the Virgin Islands (where the street Creeque Alley actually was, and where they worked for "Duffy"). Group members are not spared either, hence the hook line "Nobody's getting fat except Mama Cass." Although Michelle was reluctant to present that to Cass Elliott, Elliott's reply is evident in her vocal performance, where she sings the phrase loud and proud. The fact that the song title is not contained in the lyrics may have been a reason for the record not being a bigger hit. But, buoyed by the group's immense popularity at the time of release, along with the Monterey Pop Festival -- and, of course, the quality of the song and record -- the group enjoyed yet another Top Ten hit.