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Tracklist

1	Because And In Spite Of	1:33
2	The Uncertainty Principle	4:32
3	Empty Promise	3:19
4	Blue Friend	5:35
5	A Refreshing Agent	3:38
6	Memory Etiquette	2:10
7	Jelly Boxer	4:25
8	The Celestial Desk	8:50
9	Holiday Face	6:18

Credits

• Accordion [Accordion Breath], Bass Guitar, Cymbal, Organ [Farfisa Fast 3], Acoustic Guitar, Guitar [Classical], Synthesizer [Korg X5d, Roland Sh32], Piano [Upright, Inside], Violin, Voice, Xylophone, Electronics [Cd Player], Noises [Field Recording], Music By, Lyrics By, Recorded By, Mixed By – Lee Hutzulak
• Bass Guitar – Ryan Mitchell Morrison
• Clarinet, Electric Guitar, Bass Guitar – Todd Hutzulak
• Computer [Ableton Live, Virus], Electronics – Julian Gosper
• Double Bass – Nathan Gage (tracks: 7)
• Drums, Electronics [Electricity] – Stephen Lyons
• Marimba – Matt Skillings
• Saxophone [Tenor] – Masa Anzai (tracks: 1, 2)
• Steel Guitar [Slide], Synthesizer [Korg Poly 6], Electronics [Electro Beat] – Thomas Shields
• Synthesizer [Korg Ms2000], Sampler [Kaos Pad], Drums – Todd R. Mason
• Voice [Hum, Whispers] – Madoka Hara

Notes

Recorded / Mixed May 2001 – July 11 2003, in Vancouver, Canada.

In plastic sleeve with paper insert.