Taking a not so successful pop detour with 1978's Giant for a Day, Gentle Giant was quite unsure where to turn with their follow-up. Lead singer turned manager Derek Shulman hoped that a change of environment would help them tap the American market, so he moved the band to Los Angeles to rehearse and record the new album. Whereas bassist Ray Shulman had dominated the straightforward writing of the previous album, keyboardist Kerry Minnear was given the reins here. The result was a fusion that actually worked: Minnear's busy notation, new wave sounds, and driving tempos.

At the end of the '70s, many of Gentle Giant's progressive rock contemporaries were looking for new directions that would sell. With its darker outlook and hard-hitting sound (it is the only Gentle Giant album without acoustic guitar), Civilian was definitely a turn for the better. But unlike Genesis, Gentle Giant never made it over the hump; it was announced that the tour that followed would be their last, and they disbanded.