Matthew Bower's first release after the "retirement" of Skullflower and Total. Released on VHF as a double-cd set. The sound is similar to Total by the music is made primarily by the trio of Bower, John Godbert, and Neil Campbell.

Tracks:

Disc 1:

1. misty spring morning
2. valentine
3. stately metal trees
4. jacking off making airplane noises
5. silver pennies
6. the last lemur

Disc 2:

1. schooner trapped in ice
2. grey felt village
3. prince of thieves # 2
4. drive by # 1
5. shiney tunnel
6. cleopatra's wedding gift
7. twilight theme park
8. drive by # 2