The lineup includes ex-Unitopia men Mark Trueack, Matt Williams, Dave Hopgood and Tim Irrgang, with Guy Manning, Steven Gee and Ian Ritchie. Their debut album, Fall In Love With The World, features appearances by Steve Hackett and Steve Unrah.

Vocalist Trueack says: "My original concept was to make this a universal project, allowing not only the members to come and go as they please, but also inviting the listener to share ideas on what they would like to hear - in other words, making UPF the people's group.