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THE WONDERS' single hit song "That Thing You Do!" peaked at Number 2 on the charts in August of 1964. Recorded in five takes in a church in Erie, Pennsylvania two months earlier, the record unmistakably captures the raw, springing power of a band that could have gone places. "That Thing" and it's B-Side "All My Only Dreams," recorded in one take the same night, became the fastest rising record in the history of Play-Tone label because the combination of James Mattingly's lead vocal and rhythm guitar, Lenny Haise's spirited guitar solo, a steady bass line, and the solid heartbeat of Guy Patterson's drums make a record far better than it should have been. This happens sometimes. The surprising talent of The Wonders was just as evident live as it is on this, the band's only record. As last minute additions to the Play-Tone Galaxy of Stars, The Wonders thrilled crowds throughout the mid-west with a set of songs that grew by, literally, public demand. With the then state-of- the-art Clavius K-135 Portable Recording system (with Quad Yoshikawa Microphones and a Floating Element Carbonite Tape) two other songs by The Wonders were recorded live during an afternoon show at the Illinois State Fair in late July 1964. Along with other records from the period and from the Play-Tone Stable of Artists, they have been digitally re-mixed, re-mastered and augmented especially for the vinyl you now hold.