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Valley Girl was inspired by the agriculture and landscapes of Oakland, California and its horizon of rolling hills. The peaks and valleys of the album's landscape are made of fifteen computer generated tones that cycle through melodies driven by ambisonic surround-sound locations to define space.

Computer tones were treated with phase-modulation of triangle waveforms to control the duty cycle of the sine tone. This created a prickly crispness and coiled release that enabled frequency registers to shift back and forth with various levels of control. Merkey used her voice and vocal harmonizer with a midi arpeggiator to make a gated succession of notes in a more controlled frequency range.

The computer material was recorded live with the addition of silence to accentuate vocals as a separate entity. The voice was then placed in the silences - or valleys - between melodies.

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