1. 1.All My Friends Are Dead

  2. 2.The Academy

  3. 3.A Lot Of People Are Dead Wrong

    Most Of The Time

  1. 4.The Pilot

  2. 5.Deepwater Turbines Turning

  3. 6.Half Searching, Half There

  4. 7.Saturday Afternoon On The Median

  5. 8.Disaster

  6. 9.Analemma

  7. 10.What To Do In Our Neighborhood 1

  8. 11.What To Do In Our Neighborhood 2

  9. 12.Old Friend In A Hole

  10. 13.All My Friends Are In My Head



Damon Waitkus, Emily Packard, Kate McLoughlin, Jason Hoopes, Jordan Glenn

All songs by Damon Waitkus except tracks 12, by Jason Hoopes and Damon Waitkus.

Produced, recorded, and mixed by Damon Waitkus in Oakland and Alameda, CA, April 2009-January 2013.

Drums and bass on tracks 7 and 8 engineered

by The Norman Conquest.

Track 7 mixed by Damon Waitkus with Myles Boisen.

Mastered by Myles Boisen at Headless Buddha Mastering Lab, Oakland.


DW - voice, music box, banjo, flute, piano, glockenspiel, percussion

EP - psaltery, viola, violin

KM - bassoon

JH - acoustic bass

JG - vibraphone, accordion, drums

Art Elliot - church organ

Marielle Jakobsons - waterphone

Cory Wright - clarinet


DW - flute, harp, hammer dulcimer, piano, pianet

JH - acoustic bass

JG - floor tom, cymbals, vibraphone


DW - voice, piano, hammer dulcimer, pianet, glockenspiel, percussion

EP - melodica, violin

KM - bassoon, voice

JH - electric bass, voice

JG - drums, vibraphone


DW - corrugated plastic tubes, heating grate, hand claps, pianet, electric piccolo     guitar, flute, voice

EP - violin, viola

KM - voice

JH - acoustic and electric basses

JG - animal cracker tin, chains, drums


DW - flute

EP - violin

KM - bassoon, flute

Jonathan Russell - clarinet


DW - voice, guitar, guzheng

EP - psaltery, melodica

KM - bassoon

JH - acoustic bass, voice

JG - vibraphone


DW - hammer dulcimer

EP - 5-string violin

KM - bassoon

JH - electric bass

JG - drums

Ivor Holloway - tenor sax

Cory Wright - clarinet


DW - voice, hammer dulcimer, piano

EP - baritone violin

KM - voice

JH - acoustic bass

JG - drums

Nicci Reisnour - harp


DW - voice, hammer dulcimer, percussion

EP - baritone violin

KM - bassoon, voice

JH - acoustic and electric basses

JG - percussion

Nicci Reisnour - wine glasses


DW - voice, guitar, electric piccolo guitar, pianet, percussion, glockenspiel

EP - 5-string violin

KM - voice

JH - electric bass

JG - drums

Andrew Strain - trombone


DW - voice, guitar

EP - 5-string violin

KM - bassoon, voice

JH - bass

JG - drums


DW - voice, piano, flute, pianet, hammer dulcimer, wine glasses, guzheng, percussion

EP - violin

KM - voice, bassoon

JH - electric bass

JG - drums, marimba

Darren Johnston - trumpet

Andrew Strain - trombone

Dave McNally - rhodes (loop)

Neil Hodge - drums (loop)

Ian Forsythe - no-input mixer


DW - banjo, electric piccolo guitar, percussion, music box, piano

EP - violin

KM - bassoon

JH - acoustic bass

JG - pots and pans

Lyrics by Damon Waitkus


All My Friends Are Dead

All my friends are dead.

What can you say to that, my friend?

Cancer dropped a blockbuster: the formula

works. The car crash was a sleeper hit.

1908 and twenty days late, I dragged

the midwife from her bed. There was a handsome

front lawn I could roll around on,

a great sigh in the chestnuts overhead.

Along came the war. Along came

the war, and everyone agreed

what we were in it for.

But I saw a flash in a darkened theatre,

a newsreel splash of a crash on a foreign shore.

All my friends seemed to think I'd feel differently

if I'd only had to risk my hide,

but I'd have to hear from God himself

before I'd kill for either side.

My father said "Franklin, you're

not a fighter. They would snap you

in two like a twig. You're going to have to

find a post in the Post Office. That's the

only other decent gig."

Well, I'm never alone for long,

'cause people know these walls

are strong, and neither snow nor rain

can get in. But who can recall the way

the tall chestnuts used to sway

before the blight set in?

You can't stand too tall in a clear-cut forest

or the world stops laughing at your jokes,

No, Jesus never laughed at my jokes.

The Academy (instrumental)

A Lot Of People Are Dead Wrong Most Of The Time

Whip me, teacher, you should know

that's all I ever needed from you.

Don't impress me with your signet,

don't give me any books to leaf through.

I only want your love.

I will even take it lying down.

You can't just leave me with your demons

after running all my angels out of town.

It could take you miles out of your way

and–ah!–how would you know?

I've got eyes and I can see shapes

but I can't really read.

Off-the-record, into the clinic,

under anesthetic and the knife:

Thought I'd have a housebroken shadow

but I only have this fear of life.

Come clean now, doc, let's take a stand

while your master's boy still walks with you:

tell him things didn't go as planned

for the captains as well as the crew;

Tell him you're just a conscript of his old daddy,

not some slave of the mind.

A lot of well-meaning people are dead wrong

most of the time.

Whip me teacher like you love me,

that is all I actually need:

a freezing lash of winter rain

to shake awake the indolent seed,

humiliation, absolution

in the sunlight every single day.

Feel like an old English sheepdog

getting a bath in the driveway.

It could take you miles out of your way

and–ah!–how would you know?

I've got eyes and I can see shapes

but I can't really read.

The Pilot

The pilot, when he is flying,

his mind is on air currents:

air currents have a lot to do with it–

but he feels, I know he feels

that holy lift.

Set foot upon the ground

and that feeling of buoyancy

turns back into a myth.

The myth is the star you see

by looking at the star next to it.

It sings, "I'm alive."

Deepwater Turbines Turning (instrumental)

Half Searching, Half There

Gusty morning, open door.

Feel like I've come through a war.

Winter stalks stand black in sunlight

and the furrow is bare.

But morning walks so far from night

neither sees the other right,

and though I should be heavy-hearted

I am ash on the air.

I took a walk beside my fear.

He whispered quietly in my ear,

told me that my ship had sailed

and he was dying to ground me.

But the world was tender as he spoke

and vivid like a broken yolk

and I felt the open witness

of the people around me.

People changing, people

burning up before your eyes:

lights out, but someone is still in there.

Well, I've been talking through me dread,

I'll talk a roof over my head,

I''ll talk myself a silver chariot

to ride into town in.

But talk conspires to disguise

where the real decision lies.

You talk about the peaks you'll conquer,

not the ocean you'll drown in.

I am not afraid of you, are you afraid of me?

Don't go–step into my home,

we'll fry a little fish,

we'll brew a little tea,

we'll walk around the town,

we'll go down to the river,

we'll stare across the river,

animal to animal like we were

kind of dumb, and we are kind of dumb.

Saturday Afternoon On The Median (instrumental)


As the grape leaves choked the light from the sundial,

through the windless air just after the feast of St. Jerome,

a flying machine like she'd never seen

came bombinating over field and town.

It had four square wings the color of lobster claws

(Sunday sun in the streets of Rome,)

and a nose that buzzed and hummed like her father through a comb,

(guiltily slouches St. Jerome.)

and it made her sigh and need to fly

(Ears and eyes can tell no lies)

'til the engine coughed and the plane came down.

(in the sepulchers and the catacombs.)

Oh my God, am I the only one that saw that?

Oh my God, is there no one here to help?

Oh my God, is something moving in the cockpit?

I'm not ready for this.


What I cannot see I steal

in pinches under the camera's skirt.

I will fix my head in a vice

and submit my gaze to the shutter

'til the sun plays crazy eights

with the earth.

What To Do In Our Neighborhood 1

Go out, you say, and put your

sugar-fed body into service.

You know that you're the only one

still foraging for firewood

in our neighborhood?

You don't need to be told,

if you've lit a dozen fires

and you're still feeling cold, go out!

On a sea wracked with gales,

how easily the wind dies in your sails!

Mr. Smith went to Washington,

but that's so long ago now.

He hasn't seen the capital in years.

He runs his fingers through the world,

He feels but doesn't touch it,

and if he leaves his room, he disappears.

(Ah, but it will howl before it hides it's head.)

Well you're right! You're always right!

And you say…

And I say,

Wouldn't you take me upstair to your room

when you're starting your day,

to the place where you find all the words you say,

to your pantry of pills that keep the demons away?

Didn't I once have a claim on this world

like a thorn in its side, I don't claim anymore,

I just open wide, 'til I'm consumed with pride.

Didn't I once live in this world,

in a neighborhood that I understood,

where you didn't have to disinter the dead

to feel good? How weakly I resist that craving!

God knows if it's enough to save me!

Mr. Smith at the bathroom sink

looks down a hall of mirrors.

He sees the perfect symmetry of Hell.

(Ah–five-o-five to ten-past-five, light!)

He sees the changing semaphore,

he feels a distant rumble,

he hears the tolling of the vesper bell.

(Right clear down the alley

to where the trash is kept.)

Well you're right! You're always right,

and this is all that I can say.

This is all that I can say.

What To Do In Our Neighborhood 2

I met a new lover in an old, familiar

bed this morning. She wasn't close

to beautiful, but she was saying

she could smell the dust I'd been

collecting, and the snow that was likely

to fall, and was in no hurry at all,

so we had time.

She says:

"And if you're ever drawn into a subway

or an elevator shaft, or drawn to painting

on cathedral ceilings, take your time:

you can fall to your death as easily inside."

Old Friend In A Hole

Walking late down Ocean Beach

trying to describe the feeling, waking up

to a grown man weeping in the street.

(Turned out to be a neighbor. His son had been

running blind for a few days and he'd just

got word from down South somewhere:

they'd found him.)

It was just a story for a hungry sea

but it stuck behind your eyes and lodged there

like the whisper of a spine

in that blind white worm inside.

Old friend in a hole at the back of my skull,

when you called I was sleeping.

God I confess I can't really address

though I do talk to you.

In an alley in back of the pawn shop,

stashing your trash in a booted car.

Buying drinks for an exotic dancer,

following her home from the bar.

Sitting up in your room in the Tenderloin,

smoking hash in the hooded night,

the reel-to-reels against your inner wall are rolling,

tape his flooding from the phones like a searchlight.

And then you start to guard your tapes

and guard your private thoughts

from forming canyons under tiny streams of pain.

The people on the street seem to know too much.

Your friends seems to be messing with the records in your brain.

And from the back of my skull, a chain walks down

past flapping doors and singing wires,

past throbbing dynamos and factories,

past leeching pools and midden heaps,

past silos milking fertile rows

to the vestige of a story that I can't outrun.

Well I heard you packed it in, but never where

or how, and that was enough to see you shuffling

down a staircase in another city, and another.

(Be careful lines have come down in the night,

the lights are out.)

Old friend in a hole at the back of my skull,

trying to cut out the bad part.

And I bit through the lead 'cuz I won't wake the dead,

though I do talk to you.

On Van Ness one night I felt your heavy arms take hold of me,

rough and loving like an older brother would,

as if to say "Look, I'm behind you now, don't move,

don't panic, and don't turn around.

"In a minute I am going to let you go, and when

you go, you can go down Mission,

you can take the L down to the sea, buy yourself

a new microphone, lay down some city for me,

and though your heart is empty and full," you said

"you will find a cypher in your brain

that whirs underneath it all. I could't help it."

You said "I couldn't help it.

"Whatever hums, whatever filament is lit,

I will be there for you to short-circuit it."

All My Friends Are In My Head (instrumental)