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Dissatisfied with their first EP, released in the summer of 2005, the Part-Time All-Stars quickly wrote and recorded a second EP in the fall which, while shorter, had much stronger songs. The PTAS were beginning to hit their stride and were no longer compelled to mix in unnecessary ska elements.
Piano and trumpet are much more prominent on this recording, as is the violin, which was a late addition to the recording. Classmate David Tien, in exchange for a ride home, recorded on three of the EP's songs one afternoon. Chrismer's trombone had been nearly phased out, and he instead switched to keyboard full-time on new songs.

Matt Diehl- guitar, vocals (1)
Jacob Kiliszewski- vocals (1), drums (2,3)
Jimmy Chrismer- vocals, piano
Tyler Swick- bass
Nick Ybarra- drums (1,4)
Robert Claiborne- trumpet
David Tien- violin

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