Frogpond's second album released by Columbia on their C2 imprint on the first of June 1999. Featuring a different lineup than their debut, Count to Ten, it shows a maturation of the returning members as well as stronger songwriting by Heidi Phillips. The songs tend to be split rather evenly between darker, slower songs and tight, catchy indie pop-rock numbers loaded with hooks. It brought them a wider fan base due to the strength of the single "I Did" with it's catchy opening bass line and a large amount of local airplay throughout Kansas. In many ways it was also seen as the band's first touch of success and was backed by a rather large tour resulting in pockets of local support for the band.

  1. World Crash - 3:50
  2. I Did - 2:40
  3. How Would You Know - 2:08
  4. Home - 4:28
  5. Fighter - 3:42
  6. Sleep - 4:00
  7. Victim of a Victim - 2:52
  8. When I See You - 3:33
  9. Empty Room - 4:02
  10. 22 - 2:14
  11. Whatever (Features backing vocals by Louise Post of Veruca Salt)- 2:35
  12. Get Paid - 2:18
  13. Few & Far Between - 4:50

Frogpond is:
  • Heidi Phillips- Vocals, Guitar
  • Justine Volpe- Bass, Backing Vocals
  • Heidi Phillips- Drums

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