Second album, same as the first, virtually: a huge single ("I'm a Believer"/"Steppin' Stone"), a couple of token Mike Nesmith songs (including "Mary, Mary," previously recorded by the Paul Butterfield Blues Band and a rap hit for Run-D.M.C. in 1988), tunes by Boyce/Hart, Goffin/King, Neil Diamond, Jeff Barry, Neil Sedaka, and Carole Bayer; no participation from the group other than lead vocals. The band was quite upset at their lack of input at the time, but it's relatively decent (if quite harmless) pop/rock, featuring one of their best album tracks, "She." Like all of the Rhino CD reissues, it adds marginally interesting bonus tracks of unreleased alternate versions, including an early take of "I'm a Believer.

1. She
2. When Loves Comes Knocking (At Your Door)
3. Mary, Mary
4. Hold On Girl
5. Your Auntie Grizelda
6. (I'm Not Your) Steppin' Stone
7. Look Out (Here Comes Tomorrow)
8. The Kind of Girl I Could Love
9. The Day We Fall In Love
10. Sometime In The Morning
11. Laugh
12. I'm A Believer
13. Don't Listen To Linda
14. I'll Spend My Life With You
15. I Don't Think You Know Me
16. Look Out (Here Comes Tomorrow)
17. I'm A Believer
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