All the Girls in the World Beware!!!

All the Girls in the World Beware!!! was recorded at the Swamp, a studio owned by Mark Farner and situated on his farm in Parshallville, MI.[5] The recording engineer on the sessions was Shelly Yakus with assistance by Kevin Ayers and Rod O'Brien. The album's producer was Jimmy Ienner.[2] Ienner worked with many pop and rock musicians including Three Dog Night, the Raspberries, and the Bay City Rollers, among others. Ienner would later work on the 1987 film Dirty Dancing, as well as the film's soundtrack.

All but two of the songs on the album were written by members of the band, most of which were either written or co-written by Mark Farner. The album also saw an increase in the number of songs co-written by Craig Frost, who co-wrote three songs on the album—which was more than he had written on the three previous albums that he recorded with the group. During this time, Mark Farner was getting divorced from his first wife, which inspired the lyrics to "Bad Time" and other Farner written songs on the album.[3]

The album's artwork originated from a concept by Lynn Goldsmith and Andrew Cavaliere, which included taking the faces of the band members and manipulating them onto the bodies of famous body builders Arnold Schwarzenegger and Franco Columbu. The body builder photos were used on the front and back of the vinyl sleeve cover, and were printed on the disc labels. The inside sleeve included an illustrated poster of the body builders surrounded by a crowd of females, which was illustrated by Neal Adams.[2]

During the finalizing of the album, the group was preparing to undergo a world tour at the beginning of 1975. The tour started on January 2 in Mobile, Alabama, and ended on May 28 in Hawaii. The tour also included several stops around Europe in April and concerts in Canada and Japan in May.[2]

All songs written and composed by Mark Farner, except where noted.

The following people contributed to All the Girls in the World Beware!!!:[2]

• Mark Farner – vocals, guitars, percussion
• Craig Frost – organ, keyboards, percussion, background vocals
• Mel Schacher – bass
• Don Brewer – vocals, drums, percussion
• Jimmy Ienner – producer
• Shelly Yakus – recording engineer
• Kevin Ayers – assistant engineer
• Rod O'Brien – assistant engineer
• Tony Camillo – string and horn arrangements

Album

Singles