Maryland-based band Callow formed in 1999 and almost immediately released the Callow EP in October of that same year. Singer and guitarist Ben Douglas formed the seven-piece band with Kris Heath and Chuck Macola on guitars, Paul Turowski on keyboards, Paul Lange on bass, drummer Steve Colmus, and vocalist Tiffany Chilcotte. The band quickly earned praise and comparisons to the likes of Elvis Costello, the Pernice Brothers, the Flaming Lips, and the Beach Boys. In October of 2000, the band released an eight-song mini album entitled Little Sisters of the Poor Bazaar. In June of 2001, the band's song "Lessons in Shuteye" was featured on the Red Roses For Me Records compilation A Boy, a Girl and a Rendez-vous. The band's full-length debut, Up Is a Direction, Not a Location, was released in late January 2002, also on Red Roses For Me. The album features four songs from each of their previous releases and four new songs. The band set out to perform in the eastern parts of the United States, playing with the likes of Ocean Blue and Barcelona.
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