1. Variations on a theme by Eric Satie (E. Satie)
  2. Smiling phases (S. Winwood/J. Capaldi/C.Wood)
  3. Sometimes in winter (S. Katz)*
  4. More and more (P. Vea/D. Juan)
  5. And when I die (L. Nyro)
  6. God bless the child (B. Holiday/A. Herzog Jr.)
  7. Spinning wheel (D. Clayton-Thomas)
  8. You've made me so very happy (P. Gordy Jr./ B. holloway/ P. Holloway/ F. Wilson)
  9. Blues part II (Blood Sweat and Tears)
  10. Variations on a theme by Eric Satie (E. Satie)

Produced: 1968
Produced by: James William Guercio
This is their most successful album album. It includes Brenda Holloway’s ”You’ve made me so very happy”,
Laura Nyro’s ”And when I die”, Traffic’s ”Smiling phases”, Clayton-Thomas’ ”Spinning Wheel”,
and many other of their most popular songs.
If the first album was a loose jazz blending melted together with rock, this album have a more clearer delineation
between jazz and rock. Straight ahead rocksongs and a jazzy part in the middle of each song.
This was the formula that really did catch the fancy of the public.