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Written in late 1992 or early 1993, this song was recorded at Winchester Studios in February 1993, during the period that the band was known as Tragic Love Company and performed as a four-piece with Simon Collier playing lead guitar. Appearing on a demo tape from Spring 1993, the track is a slow number, with a prominent drum beat and a simple guitar riff. It builds into a heavier song near the end, and finishes with an extravagent guitar solo, probably played by Simon.

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