Co-produced by Graham Gouldman and Graeme Pleeth, all of the songs on 'Modesty Forbids' were recorded at The Pleeth Station Studios, except for 'Waited All My Life For You', which was recorded at Astral Drive, London. Additional recording also took place at London's Hoxa HQ to complete the track 'That's Love Right There'. The album was then mastered by Miles Showell at Abbey Road Studios. The album's cover artwork was design by StormStudios, with illustrations by Dan Abbott. The album's eclectic mix of song styles includes swing (something Graham's never tried before), the blues and gospel is something he hopes everybody enjoys as much as he did making the album.