Originally recorded in Arcata, California, this track was Mat's first attempt at writing a song that wasn't in line with the music made by his and Thom's previous band, The Earthenware Yawn. He wrote it quickly and recorded it even quickly-er. He knew he wanted to yell the lyrics, but couldn't because he was in a dorm room and the RA was a real downer about loud noises. This song eventually appeared on Some Songs.
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