Spencer was living in Italy in 1977, and had begun to write new songs and work towards forming a new band. He was joined there by Michael Fogarty, ШУУД ҮЗЭХ and
Spencer was living in Italy in 1977, and had begun to write new songs and work towards forming a new band. He was joined there by Michael Fogarty, whom Spencer considered the perfect partner for his new musical venture, the two having met in the UK in 1975. Fogarty was born in Tennessee in 1951, and had spent the previous ten years playing in a number of soul and country groups. This was Spencer's first recorded work in seven years, and was musically far removed from his previous work. It showed his continuing preference for parodying other bands; in this case the songs on Side 2 bear a strong resemblance to the contemporary sound of Fleetwood Mac, i.e. a breezy Californian rock style with female vocalists, and a solid thumping drum sound reminiscent of Mick Fleetwood. A coincidence seems unlikely given Spencer's past membership of that band, with the fact that his female backing vocalists are credited as "The Songbirds" – "Songbird" was a very popular Fleetwood Mac song from the Rumours album just a couple of years earlier. Promotional advert for Flee featuring uncredited vocalist Jeanne Hendricks. Spencer and Fogarty sang on several tracks, but for the hit single "Cool Breeze", the lead vocal was taken by Jeanne Hendricks. Hendricks performed on a number of tracks, and was featured in the album photographs, but was not credited as a vocalist. She also sang with Spencer on the follow-up single, "Travellin'".
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