Originally released in 1990 and long out-of-print, this was the band's second album and first record on Dischord. At the time of this recording, Shudder To Think was Craig Wedren, Stuart Hill, Chris Matthews, and Mike Russell. This pressing of "Ten-Spot" has been remastered from the original tapes and has been pressed on blue vinyl.

Track Listing:

1. Heaven Here
2. Jade-Dust Eyes
3. Rag
4. About Three Dreams
5. Speak
6. Corner Of My Eye
7. Summertime Train
8. On The Rain
9. Vacation Brain
10. Yes
11. Tony Told Me