Recorded in September 1995, long before this same trio recorded Circa for the German ECM label, PHFEW reveals a collective musical sensibility in which both modern improvisatory and classical elements coexist. The idea for the project came during discussions Michael Cain had with producer Todd Garfinkle immediately after Cain completed recording his solo piano project (at the Harmony Hall in Matsumoto, Japan) for M.A, Evidence of Things Unseen. Cain was initially introduced to Garfinkle by Peter Epstein, thus leading to Cain's solo project. All three, Alessi, Epstein and Cain met while studying at the California Institute of the Arts in southern California, a school well known for being home of the most eclectic studying environments in the United States. While students can focus on other arts, such as dance, film, etc, the Cal Arts Music Department has a permanent staff of musicians from all over the world, thus creating an environment in which students can gain first hand experience studying and playing almost any kind of music from classical to jazz to ethnic.

PHFEW includes original pieces by the trio and the final piece "Wilma Ann" written by Peter's sax playing father, Ed Epstein.