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Released: June 29, 2004
Highest Billboard Chart Position: 19

Geddy Lee - Bass Guitar, Vocals
Alex Lifeson - Guitars (electric, acoustic, mandola)
Neil Peart - Drums and Cymbals

Produced by David Leonard and RUSH at Phase One Studios, Toronto · March/April, 2004
Recorded by David Leonard at Phase One Studios, Toronto · March/April, 2004
Mixed and Engineered by David Leonard at Phase One Studios, Toronto · May 2004
Phase One Pro Tools recording by Michael Jack, Assistant · Jeff Muir
Mastered by Stephen Marcussen, Marcussen Mastering, Hollywood.
Management by Ray Danniels, SRO Management, Toronto
Executive Production by Anthem Entertainment · Liam Birt and Pegi Cecconi
Feedback Equipment Care and Feeding by Lorne Wheaton and Rick Britton

Art Direction, Illustration and Design · Hugh Syme / Photography · Andrew MacNaughtan

Thanks to everyone at Phase One Studios · Barry, Donny, Mike, and Jeff
and everyone at SRO · Ray Danniels, Pegi Cecconi, Shelia Posner, Shelley Nott, Anna LeCoche, Cynthia Barry, Rayanne Lepieszo, Any Curran, Bob Farmer, and Randy Rolfe.

As always, we thank our families for their patience, support, tolerance, and love.

Extra Special Thanks to Jason Sniderman, for planting the seed, research, and endless encouragement.
For technical help & contributions, our thanks to Saved By Technology · Jim Burgess & Ted Onyszczak;
DW Drums, Sabian Cymbals, & Promark drumsticks.

© 2004 Atlantic Records © 2004 Anthem Entertainment

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The room in suburban Toronto was dimly lit with bead lights, lava lamps, and candles.  Patterned rugs, guitars and amplifiers were scattered about the floor.  The guitarist, bass player and drummer locked into a fast blues jam, a relaxed acoustic number, a traditional rok anthem.  As the music spiraled out, the air filled with the sounds of feedback, backwards guitar, electric twelve-string, and electric sitar.  The lava lamps vibrated on the straining amplifiers.  Everything was ... very ... beatuiful ...

It was April of 2004, but Geddy, Alex, and I were channeling back to 1966 and 1967, when we were thirteen- and fourteen-year-old beginners.  We thought it would be a fitting symbol to commemorate our thirty years together if we returned to our roots and paid tribute to those we had learned from and were inspired by.  We thought we might record some of the songs we used to listen to, the ones we painstakingly learned the chords, notes, and drum parts for, and even played in our earliest bands.

Ironically, I first heard many of these songs as "cover tunes," played by the local bands around St. Catharines, Ontario, in the mid-sixties.  The Who and the Yardbirds were both introduced to me that way.  A couple of years later, my own first band, called Mumblin' Sumpthin' (from a "L'il Abner" comic, I shall forever have to explain), played Cream's "Crossroads" and the Blue Cheer version of "Summertime Blues."

At the same time, across the lake in the suburbs of Toronto, Alex played "For What It's Worth" in his first band, The Projection, and later, with Geddy, they also played "Mr. Soul," "Shapes of Things," and "Crossroads," in early versions of Rush, and other bands with names like Dusty Coconuts, Waterlogged Gorilla Fingers, the Wild Woodpecker Revue, and the Aquiline Dimension of the Mind (depending on the day).

The other tracks on this collection are songs we liked from the era that we thought we cold "cover" effectively (meaning not too many backing vocals), and have some fund with.  The music celebrates a good time in our lives, and we had a good time celebrating it.

Neil Peart

Summertime Blues

Lyrics and Music by Eddie Cochran and Jerry Capehart

Well I'm gonna raise a fuss
Yes I'm gonna raise a holler
About working all summer
Just to try to earn a dollar
Well I went the boss man
And tried to get a break...

Sometimes I wonder
What I'm gonna do
Cause there ain't no cure
For the summertime blues

Well my mom and papa told me
Son you gotta earn some money
If you wanna use the car
To go ridin' next Sunday
Well I wouldn't go to work
I told the boss I was sick...

Sometimes I wonder
What I'm gonna do
Cause there ain't no cure
For the summertime blues

I'm gonna take two weeks
I'm gonna have a fine vacation
Gonna take my problems
To the United Nations
Well I went to my congressman
And he said quote...

Sometimes I wonder
What I'm gonna do
Cause there ain't no cure
For the summertime blues

Heart Full Of Soul

Lyrics and Music by Graham Gouldman

Sick at heart and lonely
Deep in dark despair
Thinking one thought only
Where is she tell me where
And if she says to you
She don't love me
Just give her my message
Tell her of my plea

And I know that if she had me back again
That I would never make her sad
I've gotta heart full of soul

And I know that if she had me back again
That I would never make her sad
I've gotta heart full of soul

She's been gone such a long time
Longer than I can bear
But if she says she wants me
Tell her I'll be there
And if she says to you
She don't love me
Just give her my message
Tell her of my plea

And I know that if she had me back again
That I would never make her sad
I've gotta heart full of soul

For What It's Worth

Lyrics and Music by Stephen Stills

There's something happening here
What it is ain't exactly clear
There's a man with a gun over there
Telling me I've got to beware
I think it's time we stop, children, what's that sound
Everybody look what's going down

There's battle lines being drawn
Nobody's right if everybody's wrong
Young people speaking their minds
Getting so much resistance from behind
It's time we stop, hey, what's that sound
Everybody look what's going down

What a field-day for the heat
A thousand people in the street
Singing songs and they're carrying signs
Mostly say, hooray for our side
It's time we stop, hey, what's that sound
Everybody look what's going down

Paranoia strikes deep
Into your life it will creep
It starts when you're always afraid
You step out of line, the man come and take you away

I think it's time we stop, hey, what's that sound
Everybody look what's going down
Hey, what's that sound
Everybody look what's going down
Hey, what's that sound
Everybody look what's going down
Hey, what's that sound
Everybody look what's going down
Hey, what's that sound
Everybody look what's going down
Everybody look what's going down

The Seeker

Lyrics and Music by Pete Townshend

I've looked under chairs
I've looked under tables
I've tried to find the key
To fifty million fables

They call me The Seeker
I've been searching low and high
I won't get to get what I'm after
Till the day I die

I asked Bobby Dylan
I asked The Beatles
I asked Timothy Leary
But he couldn't help me either

They call me The Seeker
I've been searching low and high
I won't get to get what I'm after
Till the day I die

People tend to hate me
Cause I never smile
As I ransack their homes
They want to shake my hand

Focusing on nowhere
Investigating miles
I'm a seeker
I'm a really desperate man

I won't get to get what I'm after
Till the day I die

I learned how to raise my voice in anger
Yeah, but look at my face, ain't this a smile?
I'm happy when life's good
And when it's bad I cry
I've got values but I don't know how or why

I'm looking for me
You're looking for you
We're looking in at other
And we don't know what to do

They call me The Seeker
I've been searching low and high
I won't get to get what I'm after
Till the day I die

Mr. Soul

Lyrics and Music by Neil Young

Well, hello Mr. Soul,
I just dropped by
to pick up a reason
For the thought that I caught
that my head
is the event of the season
Why in crowds just a trace
of my face
could seem so pleasin'
I'll cop out to the change,
but a stranger
is putting the tease on

I was down on a frown
when the messenger
brought me a letter
I was raised by the praise
of a fan
who said I upset her
Any girl in the world
could have easily
known me better
She said, You're strange,
but don't change,
and I let her

In a while will the smile
on my face
turn to plaster?
Stick around while the clown
who is sick
does the trick of disaster
For the race of my head
and my face
is moving much faster
Is it strange I should change?
I don't know,
why don't you ask her?

Seven And Seven Is

Lyrics and Music by Arthur Lee

When I was a boy I thought about the times I'd be a man
I'd sit inside a bottle and pretend that I was in a can
In my lonely room I'd sit my mind on an ice cream cone
You can throw me if you wanna 'cause I'm a bone and I go
Oop-ip-ip, oop-ip-ip, yeah!

If I don't start cryin' it's because that I have got no eyes
My father's in the fireplace, my dog lies there hypnotized
Through a crack of light I was unable to find my way
Trapped inside a night but I'm a day and I go
Oop-ip-ip, oop-ip-ip, yeah!

When I was a boy I thought about the times I'd be a man
I'd sit inside a bottle and pretend that I was in a can
Through a crack of light I was unable to find my way
Trapped inside a night but I'm a day and I go
Oop-ip-ip, oop-ip-ip, yeah!

Shapes Of Things

Lyrics and Music by Jim McCarty, Keith Relf and Paul Samwell-Smith

Shapes of things before my eyes,
Just teach me to despise
Will time make men more wise?
Here within my lonely frame,
My eyes just hurt my brain
But will it seem the same?

Come tomorrow, will I be older?
Come tomorrow, may be a soldier
Come tomorrow, may I be bolder than today?

Now the trees are almost green
But will they still be seen?
When time and tide have been

Come tomorrow, will I be older?
Come tomorrow, may be a soldier
Come tomorrow, may I be bolder than today?

Fall into your passing hands
Please don't destroy these lands
Don't make them desert sands

Soon I hope that I will find,
Thoughts deep within my mind
That won't disgrace my kind

Crossroads

Lyrics and Music by Robert Johnson

I went down to the crossroads, fell down on my knees
Down to the crossroads, fell down on my knees
Asked the Lord above for mercy, "Save me if you please"

I went down to the crossroads, tried to flag a ride
Down to the crossroads, tried to flag a ride
Nobody seemed to know me, everybody passed me by

Well, I'm going down to Rosedale, take my rider by my side
I'm going down to Rosedale, take my rider by my side
You can still barrelhouse, baby, on the riverside

Well, I'm going down to Rosedale, take my rider by my side
I'm going down to Rosedale, take my rider by my side
You can still barrelhouse, baby, on the riverside

You can run, you can run, tell my friend-boy Willie Brown
Run, you can run, tell my friend-boy Willie Brown
And I'm standing at the crossroads, believe I'm sinking down