Produced by Jackson Phillips and Pete Yorn Recorded and Mixed at Jackson’s house in Echo Park, CA in 2018 and 2019 Mastered by Shawn Everett Cover Photo: Beth Yorn Art Direction and Layout: Allen Alcantara Shelly Music 2019 “Calm Down” Written by Pete Yorn, Jackson Phillips and Soko Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, bass, electric guitar, acoustic guitar Jackson Phillips: electric guitar, synth, synth bass, percussion, drums/rhythm programming, backing vocals, acoustic guitar Hazel English: backing vocals

All is well in my hometown People sleeping in the streetlight If there’s a memory at all I wish I knew then what I know now Calm down U know I'm telling the truth And when I look at you You know I’m telling the truth Calm down I never had to choose Cos when I look at you I know there’s nothing to lose All is well in your world now People dreaming thru the daylight All the melodies come back I wish I knew then what I know now Calm down U know I'm telling the truth And when I look at you You know I’m telling the truth Calm down I never had to choose Cos when I look at you I know there’s nothing to lose All the tears I cried But I wouldn’t change a thing No I wouldn’t change a thing All the times we tried But I wouldn’t change a thing No I wouldn’t change a thing Calm down “I Wanna Be The One” Written by Pete Yorn Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, 12 string acoustic, 6 string acoustic, electric guitar, synth bass, electric bass Jackson Phillips: electric guitar, baritone guitar, drums/rhythm programming, juno synth, background vocals

Holding on to innocence embalmed We’ll be leaving here before too long Never really know where you’re coming from I will leave you there I wanna be the one to watch you I wanna be the one who talks you through Can’t think of an “anything else” I ever wanted to do I wanna be the one I can see the lights fading out If we get to that place, we’ll know how Tell me where you’re going I’ll be there now Was always up to you I wanna be the one to watch you I wanna be the one who talks you through Can’t think of an “anything else” I ever wanted to do I wanna be the one, I wanna be the one Different labels on the bottles Different ways to pass the time I’ll tell you in my dreams we made it A picture that was only faded Can’t think of an “anything else” I ever wanted to do I wanna be the one, I wanna be the one “Can’t Stop You” Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, acoustic guitars Jackson Phillips: backing vocals, ebow, electric guitar, juno synth bass, juno synth, acoustic guitar

Will you ever Imagine it Could u let us in Imagine it Imagine it Can’t stop u From hurting yourself It’s not u who’s driving us all away Can’t stop u from losing it all Can’t stop you (Try again) Can’t stop you Will u ever grow out of it Will u ever lose control (Imagine it) Can’t stop u From hurting yourself It’s not u who’s driving us all away Can’t stop u from losing it all Can’t stop you (Try again) Can’t stop you Oh I was wrong (always something off) Knowing things won’t change (always something off) Imagine it Can’t stop u From hurting yourself It’s not u who’s driving us all away Can’t stop u from losing it all Can’t stop you (Try again) Can’t stop you “Idols” (We Don’t Ever Have To Say Goodbye) Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, bass, electric guitar, backing vocals Jackson Phillips: hi bass, piano, electric guitar, drums/rhythm programming, juno bass, backing vocals, percussion

Understudy of a main attraction Kicking everything to the side Ever wonder ‘bout your sleeping habits? We won’t ever have to say goodbye We won’t ever have to say goodbye Over study of a main attraction Kicking everything to survive Never mind about your sleeping habits We don't ever have to say goodbye We don't ever to have to say goodbye We won't ever have to say goodbye Over study of the main attraction Leaving slowly in the dead of night Always wondered ‘bout your sleeping habits We don't ever have to say goodbye “Do You Want To Love Again?” Written by Pete Yorn Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, acoustic 6 and 12 string guitars, electric guitar, bass, backing vocals Jackson Phillips: synth, synth bass, rhythm programming/drums, electric guitar, backing vocals, percussion

Do you wanna love again? Do you wanna starve again? If you get another chance Are you gonna nourish it? Do you wanna love again? Seen u walkin’ around this town Your condition is fallen down Do u know if you’re lost or found Do u know what u really want? It can never be what u like It can never be what u want Seen u walkin’ around this town Seen u walkin’ back to front Do you wanna love again? Do you wanna starve again? If you get another chance Are you gonna nourish it? Do you wanna love again? Do you wanna starve again? If you get another chance Are you gonna nourish it? Looking back All the time that u lost just feels the same There's a part of your heart that wants to insulate You can have what you really want, honesty I don't want your love I don't want your love Do you wanna love again? Do you wanna starve again? If you get another chance Are you gonna nourish it? Do you wanna love again? Do you wanna starve again? If you get another chance Are you gonna nourish it? (I don't want your love) “Caretakers” Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, electric guitar Jackson Phillips: drums/rhythm programming, backing vocals, piano, synth, juno synth bass

Blasting off again Into my bed Didn’t want to tell you What was said I won’t talk about it if it makes u sad We were always on the same page with that Differences of core When we’re out of reason Always starts at the same time Always starts with you And if we’re never out alone How can anything go wrong? Lashing out again Against the night You always swore to me You’d make it right Differences of core When we’re out of reason Always starts at the same time Always starts with you And if we’re never out alone How can anything go wrong? "Friends" Written by Pete Yorn Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, acoustic guitar, 12 string acoustic guitar, banjo, percussion Jackson Phillips: synth, rhythm programming/drums, synth bass, ebow, backing vocals

Wait for a sign my little one Don't let your heart turn black There's a patience that we must learn Oh don't ya know I'm coming back? And I don't care what your friends are saying And I don't care what they're told And I know there's more to this separation But it's cold I can see where this is going No one tells u how to live U have your world, I'm drowning in mine Same time next week And I don't care what your friends are doing And I don't care what they need I will be there one day... that we know But it's all coming up now And I don't think they care Are they thinking of u? Are they thinking of u? And I don't care what your friends are saying And I don't care what they're told And I know there's more to this separation But it's cold “ECT” Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, electric guitar, electric bass Jackson Phillips: drums/rhythm programming, backing vocals, synth, juno synth bass

You're going away Not feeling again Get high on yourself Then cry for a friend As long as it takes, will it never end? U hide from yourself I lost u again Lost u again I Lost u again So much for the life You’ll never know Is it a mistake? Is it a mistake? Don't tell me no Inevitably It comes crashing down Start feeling the same U sink thru the ground Lost u again I lost u again So much for the life You’ll never know Is it a mistake? Is it a mistake? Don't tell me no So much for the words They told u not to go Are we out of time? Are we out of time? Don't tell me no “POV” Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillps Pete Yorn: vocals, electric guitar, electric bass Jackson Phillips: drums/rhythm programming, backing vocals, juno bass, synth

I will get you away from here In good time U took it too far my dear I'm waiting for it I'm waiting for u when u come back again I'm taking you home Taking u home for the last time And I'm going away from here U can talk and tell me what I've done wrong I don't think I'll ever change my mind And I don't think you will ever see my point of view I will get you away from here In good time U took it too far my dear "Opal" Written by Pete Yorn Produced by Jackson Philips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, electric guitar, 12 string acoustic, electric bass, banjo, percussion Jackson Phillips: synth bass, juno synth, drums/rhythm programming, backing vocals

There's no turning back U go out into the desert And see an old friend U like when you're together Breaking the hearts of everyone Took it away from another love Leaving ‘em all in a state of awe There’s nowhere to run U keep walking on and on I don't stand a chance To get away into the daylight Breaking the hearts of everyone Took it away from another love Leaving ‘em all in a state of awe Been breaking the hearts of everyone Took it away from another love Where do u go when u know they don't care? And where will u go when you've fallen in love? And you're scared of everything? Where will u go when you're walking alone? And you're overthinking things? The color of your hair... you can change it (Make a change) You can go anywhere your heart dreams “A Fire In The Sun” Written Pete Yorn and Jackson Phillips Produced by Jackson Phillps and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, electric guitar Jackson Phillips: drums/rhythm programming, bass, synth bass, synth

It’s alright if u can’t stay I'll be fine You’ll get your way U must’ve been angry to say all those things When we were running out of dreams A fire in the sun Is burning everyone A fire in the sun They’re blaming everyone And we can never be The way u wanted to be And I’m just empty But if you reach back I’ll be right behind u If u reach out, I’m not far behind u It’s burning everyone A fire in the sun They’re blaming everyone And we can never be the way u wanted to be And I’m just empty There’s nothing to see here And for one thing, we know That things are changing We can’t go back to where we were "Try" Written by Pete Yorn and Jackson Phillips Produced by Jackson Phillips and Pete Yorn Recorded and Mixed by Jackson Phillips Pete Yorn: vocals, 6 and 12 string acoustic guitars Jackson Phillips: drums/rhythm programming, background vocals, synth, keyboards, juno bass, percussion

If there's bad men telling u what to do In the times when you're not worthless If you're trying to break me down And you're doing your best Make it all go away Baby don't just sympathize Won't u try If there's times when you're not listening Just because you're overwhelmed When the world has let you down And u give it a rest Make it up to yourself Maybe take your own advice Won't you try? Won't you try? When the world has let you down And u give it a rest make it up to yourself Baby don't just sympathize And now's the time Wait and it may never sell Make it all go away Maybe take your own advice Won't you try?