Hilly had grown distant. He had other projects to direct. He didn't need to nursemaid a bunch of self-pitying drunks from the jersey shore. Al was relentless with him, after a particularly explosive outburst following a gig in Seaside, Hilly refused to speak to Al again. When Gelb or Gary would call he'd ask "who's playing drums for you now?"

Applegate refused to give it up. He and Gelbstein decided to blatently copy the three singles executives would throw in their faces as "hits"."Bette Davis eyes" became "student of love" (continuing the story began in "suicide note"). Tom Petty's "The waiting" became "when the easy part comes". "We will rock you" became "I've got you on the run". Of course, by the time they were finished, and had added Gelbstein's unique voice, the songs only distantly made any reference to their source material. "I've got you on the run" is a lot of fun and a real departure from the "songs of death" that Gary usually wrote. "When the easy part comes"powered by John's fine guitar work, would work as an optimistic answer to the songs of the "ten song tape".

"Student of Love" is different. Recorded after John had left the band (on friendly terms) it features Gary on Lead guitar.

Al was gone, after alienating Hilly, he turned on Richie. He asked Gary to decide between his drummer and his lead singer/songwriting partner. Like I said, Al was gone. He was replaced by Phil Attardo, who had been playing with Dave and Gary in the studio when Gelb first came to see them. He was actually the first Clam drummer. When Richie first approached Gary, Applegate played guitar, Ron Contreras played bass, and Phil played drums. If quantum physics is correct, in some parellel universe, that band is the Beatles. But on this world Dave joined and everything changed.

Gary brought in Mike Graf to play bass. Somehow related by marriage, He always refered to him as "my cousin Mike". The brilliant young Jimmy Beringer left soon after John, and was replaced by an old lakewood friend, Larry Mandel. For a while, Ken Widis (who Gary had brought to CBs, help form his own band with Phil, and produced some demos with) joined on rhythm guitar and vocals. Kenny was a songwriter though, and didn't feel comfortable in someone else's band.( If I can convince him to reappear, my next website may be the Widis story). This was the band that Richie and Gary started over with, playing auditions, changing their names, trying to get someone to listen.

Someone was Bob Ezrin. Gary had asked a friend of his, Bob Haddad, to take over the management part of the band. Legally Hilly was and may still be their manager (Gelb and Gary still call him "my manager" as in "see that guy, he's my manager", not "he used to be my manager".) Haddad got a copy of some songs to noted producer Bob Ezrin (Alice Cooper among many others) and Bob Ezrin called back. He thought that "Student of Love" might be a hit. He arranged for meetings with Dick Wagner to produce, and Hernando Cortwright at A&M records to release a second album. But neither Haddad Or Applegate was Hilly and had the clout or experience to negotiate that kind of deal. Eventually Wagner's demands were too much for the band, and A&M cooled. Ezrin, having recommended the band, could not now intercede between Clams he barely knew, and his friends and contacts in the business.

Except for some excellent studio work at tower and mixolydian, what followed was horrible. Playing small clubs for free, beating their heads against closed doors. Two years earlier they had been a promising band on the radio, people could not believe they weren't still working on some project. But they weren't. Even Gary had to face the reality of the situation now.