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1. Shabby
2. Wake
Me
3. The
Last Time
4. Poor
Lover
5. Luscious
You
6. I
Die Desire
7. No
Relief
8. Dumb
9. Job
10. Not
A Woman
11. Minnesota
Freak
12. Fall
Away
13. Spiritual
Insect
14. The
Thickening
15. Her
Death
16. Some
Act
17. So
Whaddaya Think
18. Obvious
Boy
Mark Lint and the Fake are Mark Linsenmayer - Singing and playing the nylon-string guitar, Jamie Nichols - Playing lots of electric guitars and singing Texan-sounding backup vocals (like in the 1st chorus of Spiritual Insect), Dave Hamilton - Playing drums and singing elfin-sounding backup vocals (hear him exposed in the 2nd verse of Job), and Sam Ray - Playing bass and singing the occasional wispy and/or jaunty backup vocal (like in Not a Woman).
Featuring John LeBec - Piano, Tony Ginko - Organ/Vibraphone, Brian Drake - Harmonica, Steve Petrinko - Percussion, Cliff Kaminsky - Accordion, Mike McPherson - Trumpet, Mike Stocklin - Saxophones, Ken Labarre - 12-string Acoustic Guitar, and Lisa Johnson – Vocal.
All songs written by Mark Linsenmayer, ©2002, with arrangements by the band. Live instrumental tracks recorded by Mark with help from the band, overdubs recorded by Sam and/or Mark, mixing by Mark with some elements worked out by Sam. Mastered by Mark based on instruction from Steve Petrinko. Steve, Brian, and Cliff recorded parts remotely.
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