For most musicians, getting to record with members of the legendary King Crimson would be intimidating enough. For Jacksonville, Florida-based guitarist/singer Andy Toomey, it raised a dilemma that was even more daunting: figuring out something for them to actually play.

That’s the scenario that transpired early last year, when Toomey happened to notice that Crimson über-bassist Tony Levin and his offshoot project, Stick Men, were going to be playing a concert in Toomey’s native Jacksonville. On little more than a whim, he reached out to Levin and asked if he and his crew would be interested in doing a session together when the band hit town. The answer was an enthusiastic yes—leading to an immediate freakout when Toomey realized he had no idea what they’d be playing.

“Like the dog who caught the car, I panicked,” he recalls. “How could I write music that would be worthy of these amazing players in a few short weeks?”