The AllMusic review by Scott Yanow awarded the album four and a half stars and said "This inspired outing, one of the most rewarding sets of Helen Merrill's later years, was also one of Evans' last great dates and one of his few post-1972 classics. 57 at the time, Merrill is in superb form on such numbers as 'Where Flamingos Fly,' 'A New Town Is a Blue Town,' 'By Myself' and 'Anyplace I Hang My Hat Is Home.'"^[1] The Penguin Guide to Jazz described the album as "One of the strangest singer-and-orchestra records ever made", and highlighted the slow tempos, "barely moving textures" and "long, carefully held tones of the vocalist".^[2]

1. "Summertime" (George Gershwin, DuBose Heyward) – 4:27
2. "Where Flamingos Fly" (John Benson Brooks, Harold Courlander, Elthea Peale) – 3:07
3. "Dream of You" (Sy Oliver, Jimmie Lunceford, Michael Morales) – 2:51
4. "I'm a Fool to Want You" (Joel Herron, Jack Wolf, Frank Sinatra) – 4:30
5. "Troubled Waters" (Arthur Johnston, Sam Coslow) – 3:26
6. "I'm Just a Lucky So and So" (Duke Ellington, Mack David) – 3:09
7. "People Will Say We're in Love" (Richard Rodgers, Oscar Hammerstein II) – 2:49
8. "By Myself" (Arthur Schwartz, Howard Dietz) – 3:38
9. "Any Place I Hang My Hat Is Home" (Harold Arlen, Johnny Mercer) – 4:55
10. "I've Never Seen" (Don Marcotte) – 4:19
11. "He Was Too Good to Me" (Rodgers, Lorenz Hart) – 3:15
12. "A New Town Is a Blue Town" (Jerry Ross, Richard Adler) – 3:35

• Helen Merrill – vocals
• Gil Evans – arranger, conductor

The Gil Evans Orchestra

Tracks 1, 2, 6, 9 and 12, session of August 25, 1987

• Steve Lacy – soprano saxophone (as special guest on 1 and 9 only)
• Danny Bank – flute, bass clarinet
• Phil Bodner – flute, alto flute, bass clarinet
• Jerry Dodgion – flute, soprano saxophone
• Chris Hunter – flute, clarinet, oboe
• Wally Kane – bass clarinet, bassoon (except 12)
• Roger Rosenberg – bass clarinet (12)
• Jimmy Knepper – trombone
• Gil Goldstein – piano, keyboards
• Joe Beck – guitar
• Buster Williams – double bass
• Mel Lewis – drums, percussion

Tracks 3, 7 and 8, session of August 26, 1987

• Lew Soloff – trumpet
• Shunzo Ohno – trumpet, flugelhorn
• Jimmy Knepper – trombone
• Dave Taylor – bass trombone
• Chris Hunter – soprano saxophone, alto saxophone, piccolo
• Danny Bank – baritone saxophone
• Gil Goldstein – piano, keyboards
• Joe Beck – guitar
• Buster Williams – double bass
• Mel Lewis – drums

Tracks 4, 5, 10 and 11, session of August 18, 1987

• String quintet
  • Harry Lookofsky – violin, tenor violin
  • Lamar Alsop – viola, violin
  • Harold Coletta, Theodore Israel – viola
  • Jesse Levy – cello
• Phil Bodner – woodwinds
• Gil Goldstein – piano, keyboards
• Jay Berliner – guitar
• Buster Williams – double bass
• Mel Lewis – drums

Production

• Kiyoshi "Boxman" Koyama, Helen Merrill – producers
• Tom Lazarus – recording and mix engineer
• Rebecca Everett – second engineer
• Dan Morgenstern – liner notes