When we got back there was a band meeting and I was told I wasn’t needed any more." Squeeze, at the time consisting of songwriters Chris Difford and Glenn Tilbrook and bassist Keith Wilkinson, originally intended to record "Some Fantastic Place" as a trio with the addition of programmed drum and keyboard instruments, but ultimately opted to add several members. When Difford and Tilbrook were performing an acoustic show, they noticed Paul Carrack, who had been with the band for less than a year in 1981 and had played keyboards on "East Side Story" while singing its hit single "Tempted", was nearby. They asked him to open live for them, thinking it would be unlikely, but nonetheless he agreed. When the band were rehearsing for "Some Fantastic Place", Difford suggested the band readmit Carrack into the band, which they put "to the test". Difford later said "it's worked out marvellously." Meanwhile, the band line-up was completed by drummer Pete Thomas, previously of Elvis Costello's backing band The Attractions. Tilbrook said that Thomas gave the album a "very different rhythmical approach" to other Squeeze albums, explaining: "Pete is a song-orientated drummer. He listens to the song and decides what's needed from him -- which is great for us, as we're also song-orientated." "Some Fantastic Place" marked another change for the band, in that Difford and Tilbrook, who typically write separately, went for a relatively simplistic approach, sitting down together and writing the majority of the album as a team. The duo credited this approach with revitalising their working relationship, bringing about a "big jump" in their creativity level. Tilbrook commented: "It was like discovering a new partnership, because suddenly we were able to bounce ideas back and forth off each other." Tilbrook had recently built a recording studio near his London home, so the band visited the studio everyday, both rehearsing and recording the record there. The studio was allegedly located in Blackheath above a welder's shop. The writing took approximately two months, and "for two or three of the songs, [the band] sat in the same room with each other." Difford explained: "Glenn created an environment, and to leave our homes and go and work together was something new. It was good to sit in the same room and be inventive. It makes things simpler; you don't have to wait for the results.