When first approached to compose the movie's soundtrack, George Harrison replied "I don't know how to do music for films." When director Joe Massot promised to include whatever Harrison chose to write, Harrison accepted, composing songs as he was inspired by watching rushes of the unfinished movie, with the help of a stopwatch, to properly time the music to the scenes.
George Harrison's band for many of the soundtrack recordings was the Remo Four, who were contemporaries of The Beatles from Liverpool. Learning they were about to break up, Harrison hired them for one last project. Other musicians on the non-Indian tracks (recorded at De Lane Lea Studios) included John Barham, Eric Clapton, Ringo Starr, Peter Tork (playing a five-string banjo Paul McCartney lent him) and Harrison himself, mostly under pseudonyms.
The movie gained an undeserved reputation for "never having been shown", because while it did have a Cannes premiere (winning an award), and other selected art-house showings in the late 1960s, no distribution deal was ever worked out, and the movie never had a wide release. (A low-quality print finally found its way onto the American midnight movie circuit, and later to home video.) The restored version got good reviews, and wider distribution, including a DVD release through Rhino Video.
Virtually all the soundtrack music was instrumental, with only occasional voices (and those slowed down, or in a foreign language). One lyrical song, "In The First Place", was recorded but not submitted; George Harrison didn't think it would suit Joe Massot. Harrison was mistaken, as it turned out; when the record turned up as the movie was being restored, Massot happily added it to the soundtrack, and a single was belatedly issued. Harrison was pleased to see the record come out, having learned that former Remo Four member Colin Manley was suffering from cancer, and the royalty payments would help with his bills. (Manley died in April 1999.)
Massot's original budget for the soundtrack was very small, and ran out almost immediately; George Harrison made up the difference out of his own pocket. The soundtrack album became the first solo project issued by a member of the Beatles.