Released by RCA in 1994 and produced by Steve Lillywhite, this is considered by some to be DMB's shining moment.

The album is dedicated to Dave's sister, Anne, as a tribute to her after her untimely passing(Anne was murdered by her husband, who in-turn committed suicide). A few songs now considered staples are released on this album including What Would You Say, Satellite, Ants Marching and Warehouse. Many of these are today concert staples and are played at a good bit of the concerts.

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