recorded this one night when i couldn't sleep. it's my alternative to counting sheep. (vocals are a tad on the low side b/c i didn't want to wake my neighbors and could only boost them so much within garageband.)

wrote the song in october 2003.

lyrically and musically, i'm going for spare. i want it to keep going over the same progression, like treading water. that was what the relationship felt like.