Released in 2000 , this twelve song CD features a beautifully mellow rendition of the Buzzcock’s “Love is Lies” with original Buzzcock’s bassist Steve Garvey playing acoustic guitar. The anthemic “Leaf of Fall” closes the album with Harford and Deen Ween exchanging lead guitar lines.

Here the Band of Changes features Ween members Deaner and Gener, Claude Coleman, Jr.,keyboardist Glenn McClelland, singer/songwriters Hub Moore and Mark Mulcahy, as well as members and former members of the alt-country rock band Lazlo; JP Wasicko, Matt Kohut & Shannon Sanderson.