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State of Mind is the second studio album released by Australian singer Holly Valance, released in November 2003 by Warner Bros. Records. It is a mixture of dance and '80s electro-pop, some written by Valance herself. The album debuted on the Australian ARIA Albums Chart and the UK Albums Chart at the lower ends of the chart, making it her lowest-selling album (out of two) to date. The album's only single, the title track State of Mind, was a top 20 hit in Australia, Finland and the United Kingdom.

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