Lionel Segal and Peter Layton have been friends for many years, and Peter was familiar with Lionel's work in musical theatre, including an early version of Little Women.

When looking for an appropriate vehicle for an end of year show for students at Drama Studio London, Peter thought  that Little Women would be ideal. They set about re-writing the book, Lionel added a number of songs, and the show became the highlight of the celebrations of the 30th anniversary of Drama Studio London.

Its potential as a musical with universal appeal became evident while working on the show, and Peter and Lionel formed Pelion Productions to develop the show for a wider audience. The book was completely re-written, this time with greater emphasis on 'Good Wives', and the relationship between Jo and Professor Bhaer. It was at this point in 2004 that they decided to record the songs from the show, prior to mounting a production. Craig Leon was engaged to produce the CD, an outstanding cast was assembled, and in February 2004 the songs were recorded.