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"Tears of a Clown" is a contradiction – with lyrics describing "some sad things known to man," the accompanying music is surprisingly upbeat, complete with a circus-like riff in the chorus that successfully attempts to "camouflage [the singer's] sadness." Two versions of the song are in the general consciousness – Smokey Robinson's original Motown version, or The Beat's skanked-out cover from the second wave of ska in the late 1970s. 



On 8/11/04 at Great Woods, a ska-flavored version entered the band's consciousness at some point during a second set "Scent of a Mule," and while the band dropped into the melody out of "Scent's" piano breakdown, Trey quickly lost track of the lyrics. Fishman passed on singing. And while Page mimicked the lyrics, he quickly asked for help from the crowd. So they picked a member of the audience to come onstage and sing, prompting the band to switch to the Motown version. Following her solid effort, Trey proclaimed “She saved our asses” before dropping back into "Scent."



As a side note, Phish has covered The Beat (a.k.a. The English Beat) once before, playing "Mirror in the Bathroom" in the middle of "Chalk Dust" on 11/27/98.