With Something Corporate on break, McMahon looked to bring the best of his songs together into a concept album exploring his alienating return to the hometown he left to pursue his music, and the dissolution of a long, meaningful relationship because of it. He brought his signature piano and distinctive tenor to the project, with vocals, bass, and guitar offered by friend, collaborator, and Something Corporate producer Jim Wirt. McMahon and Wirt produced the album, which also features Bobby (Raw) Anderson on guitar, and Patrick Warren (Fiona Apple, Macy Gray, Jon Brion) with organ, strings and arrangements. Mötley Crüe’s Tommy Lee supplied live drums to complement samples by C.J. Eiriksson, who also served as the album’s engineer.

Inspired by such theme albums as the Beach Boys’ Pet Sounds, Everything In Transit weaves an autobiographical tale reflected in the storybook written into its liner notes. It begins with the laid-back, bohemian California mood of “Holiday From Real,” with McMahon coming home and feeling like a visitor in his own world.