Norah wrote most of the songs on the album
when she was on tour during 2004 and 2005; for example, "Until the
End" was written in the South Pacific, "Rosie's Lullaby" in Australia,
and "The Sun Doesn't Like You" in Brazil.
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Norah wrote "Thinking About You" in 1999 with
Ilhan Ersahin, her then-bandmate in Wax Poetic, but she thought it was
too much of a pop song for her to record and rejected a version she
recorded for Feels like Home. She had an acoustic guitar with
her on the tour and wrote more songs with it than she previously had:
"The guitar is simple and a lot easier to carry than a piano", she
said.
After the tour concluded, She began recording
the album with Alexander, who "tweak[ed]" the lyrics of the songs and
"pulled [them] into better shape". Not Too Late was mostly
recorded at her home studio and is the first album she recorded
without producer Arif Mardin, who died in the summer of 2006. She
described the sessions as "fun, relaxed and easy" and without a
deadline; executives at Blue Note Records reportedly did not know they
were recording an album. Many of the sessions were "spur of the
moment", with friends of her and musicians they recommended being
asked to play. The album features guest appearances by organist
Larry Goldings, singer-songwriter M. Ward and Kronos Quartet cellist
Jeff Ziegler.
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Norah said the songs on the album are "not so
cut-and-dried" compared to her earlier material and have "a twist to
them". In contrast to her previous albums, the piano, organ and
Wurlitzer are not as prominent as the guitar: "the piano is always
loud in the mix, but I've never been into it being the main rhythm
instrument unless we're playing something funky. I've always liked the
guitar as the rhythmic instrument", she explained.
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