Zack Branch – Bass
Matt Hutchison – Guitar & Vocals
Brent Madsen - Trumpet
Savino Palumbo - Keyboards
Michael Vincent Ross – Drums

Background vocals by the Dubuque Men’s Chorus

Lyrics

Starf**ker in a beat up dress says
“I’ve known ‘em since about 1988”
“And only then can I appreciate”
Starf**ker in a beat up dress says

And here I think “Hey!”
I remain reticent
“Hey I – Hey I’m over here!”

Shoe-gazer on the interstate
Come watch me musically masturbate
Is there anybody out there who can satiate
Shoe-gazer on the interstate?

I hear her say
“Hey, I am yours impenitent.
Hey, I – Hey I’m over here!”

Hey, I heard you had a friend out in Victoria
Shame, he got a little bite out of the Gloria
Now when is a friend
Just a friend
Let’s pretend I’m blowing out your mind
And you’ll love me in time (prime time)

Starf**ker in a beat up dress says
Starf**ker in a beat up beat up dress