In 1975, Brooklyn transplant Pepe Willie booked time at Cookhouse Recording Studios in Minneapolis, Minnesota, to demo five original compositions. Without roots in the Twin Cities' insular scene, Willie had no fixed backing group to help realize the arrangements he and vocalists Marcy Ingvoldstad and Kristie Lazenberry had been rehearsing. Willie organized a young cast of backing musicians for the session, among them his wife's cousin: a 16-year-old guitar prodigy named Prince Rogers Nelson.
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