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Burgess' favorite song on the album. Mark Burgess says: "I think what I liked the most about this song, no one around us was writing like this, we were out on our own with this one and I loved that. Having said that this was ending was a bitch to arrange. Dave smashed his guitar up in frustration at one point. In the end we just started dropping things in and out on the desk. and it really came together. All the producers we were meeting with at the time wanted us to cut the song off, it was too long.