Bob Downes is most often thought of as a jazz flautist, composer and group leader, but throughout his varied career that has included such diverse musical activity as working with the John Barry Seven and playing on Egg's second LP, he also had his own fluid conceptual group Open Music with principle bass player Barry Guy and drummer Denis Smith. Other players that passed through Open Music include Chris Spedding, Kenny Wheeler, Ray Russell, Ian Carr, Henry Lowther, Harry Beckett, Harry Miller, Barre Phillips, John Stevens, and many others. Besides the free jazz and jazz rock influences, Bob Downes has also been involved in much experimental music. After his early '70s releases on Philips, Vertigo and Music For Pleasure, there appeared a series of three private-pressed LPs on his own label Openian that explored this more experimental style. Episodes at 4AM is the second in this series and is by far the strangest of the three. Released in 1974 and commissioned by the Welsh Dance Theatre, it consisted of 10 short duos performed by Wendy Benka on zither, dulcimer and small percussion, and Downes on flutes, various percussion and plenty of electronic manipulation.

Nearly every sound on this LP was processed using a variety of shimmering delays, controlled feedback, reverb and speed change to create a haunting and delirious mix of musical styles and atmospheres. Taken from the master tapes, this 33-minute LP has been expanded for the CD release with 35 minutes of previously-unreleased experimental works, mostly from the same period, that cover even more ground than the LP, including one piece made entirely from the sounds of various phone booths on the streets of New York.