The music is a voice improvisation recorded using mostly the laptop mic, and then near the end a couple supporting harmonies were recorded with a proper mic and used as contrasting sound.
The video portion was shot along the West Side Highway in NYC, I suppose around the upper 50s or so. There was a lot of construction going on and I thought it looked pretty fascinating.
I used a very standard point and shoot to collect the footage, and AfterEffects to composite it together.
The video was produced for my interactive website, where circular and hexagon-shaped videos can be clicked on their panels and turned. You can see this one, as well as two other circles and two hexagons, there: theturn.tv