Recorded 1995 to 1996.
Released March 1996 - vinyl, October 1996 - CD.

On this recording STORMCLOUDS vvere:
STEVE LINES: Acoustic/electric guitars, bass, keyboards, harmonica.
KEN FLYNN: Acoustic/electric guitars, keyboards, backing vocals, lead vocals on 'Remember'.
ROD GOODWAY: Lead guitar on 'Nightmares in the Sky'.
EMILY DRAKE: Violin on 'November Rain'.

Arranged and produced by STORMCLOUDS.                  
Engineered by KEN FLYNN.
Recorded at THUNDERHEAD STUDIOS, Calne, Wiltshire, SN11 8EN. U.K.
All songs written by STEVE LINES.
Cover art and design by STEVE LINES.
Insert art (back) by  LORRETTA MANSELL.                           
Photograph by ROD GOODWAY.

In the water by the jetty sits a boat to sail the sea
Sailor Sam is in the tavern a Rocky Bay man is he
While creatures nibble at the moorings
Gnawing ropes already frayed
And seaweed strands knot their hands
To take you through the salt sea spray

A fish whistles in the water
The King of Crabs in lair unseen
Merboy guides by Royal order
Of  the Octopus Queen
Sea horse guards take you under
From the serpents shiny back
Into the ancient city hiding
Below the foamy salt sea wrack

I don't want to wake at all
I like it where I've been
I don't want to wake at all
Life is just a dream

There you play on the shoreline
Sailing in your small rowboat
Something glides beneath the water
And pulls you seawards by the rope
Through white horses prancing proudly
In the mist where creatures play
Across the roaring mighty ocean
To a place so far away


See the spinning gulls
In the dreams of shipwrecked sailors
Screaming their songs
Like waves upon the shore
Listen to them cry
Like lost souls in torment
Slaves to the ocean's mighty roar

And beneath the emerald waves
There's a shining world of beauty
Littered with the bones of men
Both foolish and brave
What stories could they tell
Of the riches and the treasures
There shines a jewel
For every single wave

The ocean is wide
So deep and dark and blue
But the mysteries it may hide
Will never outshine you


Close your tired eyes, rest your weary head
Let me put my arms around you
Drift into a deep sleep,
Where we are safe and warm
And you will comfort me

So dream on, so dream on my angel
In life be strong my angel

Don't be afraid everything will be alright
I am here with you tonight

You look so sweet, when you are asleep
I'll be with you always

So dream on my angel
In love be strong my angel
And dream on my angel
Be strong my angel, angel

Don't be afraid when you turn out the light
I'll be here with you tonight

So dream on my angel
In love be strong my angel
And dream on my angel
I'll dry your eyes my angel, angel


Look at her eyes, what do you see?
A glimpse of pain and misery

Look at her eyes, so soft and so deep
At night she cries herself to sleep

Look at her eyes, full of sorrow and fear
She just wants to hold you near

Look at her eyes, what do you see?
What you want she will never be

Her secrets she will tell you
Memories fade as time passes by
Never to return, will she ever learn

Look  at her eyes, there's a ghost of a smile
She was such a beautiful child


No sun shines for me in the sky
I watch the leaves as they fall and die
Here I am alone again
In the November rain

Hear the wind whistle and see the trees shake
Listen to the sounds that they make
Like a hundred voices crying in pain
In the November rain

I turn my head as people walk by
So they can't see the hurt in my eye
I think of you but what will I gain
In the November rain


The stars in the sky, so distant, so cold
But not as cold as the light in your eye

The face of the moon, shines brightly, looks down
Not like you, you turn away and you lie

I can see, the distance between you and me
But there's nothing I can do or say
You're drifting away, you're drifting away

The kiss of winter wind, cuts my skin, brings a tear
To my cheek, you made me cry


I heard you say that you couldn't go on
I always thought that you were strong
It seems to me that I was so wrong

Of everything you had your pick
The world was at your fingertips
You gave it all up to stay with him

Will you sit alone someday
And wonder why you threw it away
He'll be gone but it will be too late


I, I love you
When times are bad I know you'll pull me through
I want to keep this love we've foind
Don't ever let me down

I, I love you
You are my ocean jewel
I'm never sad when you're around
Don't ever let me down

I, I love you
Your pale blue eyes shine just like the moon
You keep me standing on the ground
Don't ever let me down


Raise your eyes up to the sky
And watch the shadows creep across the stone
The children of Medusa glare
At the people made of flesh and bone

We don't see them but they see us
Frozen in the glare of the sun
Sightless eyes forever stare
Waiting for the shades of night to come

As we pass below we do not see
Their faces grinning constantly
Insane with rage from another age
In the rain the howl and they cry
Nightmares in the sky

Nightmares in the sky
Dreamlike demons that cannot die
Watching us with a million eyes
Nightmares in the sky


The winter frost at night tries to conquer you
Both wind and rain they try to break you too
Like ivy growing slowly up a wall
In time will cause the largest stone to fall
And like the ocean as it washes mountains into sand
Lies can break the heart of anyone

Stone can stand the test of time for countless years
But I can't stand another night like this


Silent night, dark  and deep
Close my eyes and go to sleep
Dream of you again

All my days are so cold
You're not here for me to hold
Dream of you again

I love you, can't you see
Will you fall in love with me?


He walks into the little town
Where children play their games
Watching as their paper boats
Go sailing down the drain
From the hills  he's come to see
What memories remain
But down here in the town he has no name

A broken toy of painted wood
Forgotten on the street
As he walks by he picks it up
And sets it on its feet
Everywhere strangers stare
It all turns out the same
On one wants to know he has no name

Remember oh oh
Remember oh oh
Remember when this town was your home

As he leaves the little town
Of memories behind
He hears the laughing echoes
Of a distant time
Up there in the hills
The old men play their games
He's slept a hundred years he has no name


Look at her eyes, what do you see?
A glimpse of what she used to be

Look at her eyes, is there a smile
Reflections of a golden child

Look at her eyes, so deep and so adrk
What misery lies in her heart.

Look at her eyes, what do you see?
What she wants you can never be

Her secrets could she tell you
Memories of days long gone by
Never to return, will we ever learn

Look  at her eyes sparkle with tears
You bring back all of her fears


I  gaze into the mirror
I stare into the past,
I gaze into the depths
Of my favourite looking glass
Remember when I held you
I was your Tuesday girl
But now you're trapped forever 
In my looking glass world

Secrets hanging on the wall
Dust floating slowly by
And when I see your face
It makes me want to cry
Your lips they plead for mercy
But from the frame no sound is heard
So now we're together
In my looking glass world

I gaze into the mirror
You're standing at my side
Trapped in there forever
Stuck on the inside
You know how much I love you
It is something you have learned
Now you're all alone
In my looking glass world


You shut your eyes and you wait
In the night for sleep to come
Hiding your fears in the yellow light
Waiting for sleep to come
And it's always the darkest hour
Before the dawn
When the curtain of dreams
Hangs grey and torn
And you know  why

You shut your eyes and you pray
In the night for peace to come
Hiding your fears in the pale moonlight
Waiting for peace to come
And it's always the darkest hour
Before the dawn
When the curtain of dreams
Hangs grey and torn
And you know why

But when the sun shines bright in the morning
And reflects on the chrome of the cars
You listen for the nightwinds calling
By the light of a million stars

And you bloom in the night
Just like a desert flower
Keeping all of your secrets
For the darkest hour
And you know why

Autumn clouds cover the sky
The leaves of the trees fall and die
Here I am alone again
In the November rain

The wind in the trees sings a sad song
Singing to me now that you're gone
Soft lonely voices whisper your name
In the November rain

The sun is so cold I shiver inside
Just like the leaves my dreams have died
I turn to the skies in sorrow and pain
In the November rain
When the album was released on CD it included, as well as 3 extra tracks, some different versions of songs already on the vinyl version of the album. This is a lost of the changes made.

Ken's backing vocals replaced with Mel's. Different mix.
New vocal with new lyrics. Different mix.
Acoustic guitars replaced with electric guitars. The "WOW!" single mix.
Different mix.
New lyrics on third verse, new vocals. Different mix
Different mix.