In 2000 Mike Gordon released a surreal movie titled Outside Out. While some people tried to explain the plot, were amused by the antics of Colonel Bruce Hampton (retired), talked about how the movie was a giant loop (the first scene actually takes place right after the last), or just coveted the giant blue button featured in the film, others noticed a very intriguing statement in the DVD packaging. A soundtrack album featuring "industrial-grade compact disc musicians" was promised to come out in 2001.



Excited Mike fans waited throughout the year. No album. 2002 came. Phish returned at Madison Square Garden, but no soundtrack album emerged. It took until August 2003 for Inside In to come out, but the delay was because it was a much more interesting product than a simple soundtrack.



While the actual movie has a few tracks from the album – Take Me Out," "The Teacher," "Take Me Outro" – the songs on Inside In mostly take snippets from background music and expand them into full songs. It's less of a soundtrack than an album inspired by the film. The result is an atmospheric disc which has a small but rabid fanbase within the Phish community, a cult subgroup of a cult subgroup.



"Couch Lady" tells the tale of a bit character in Outside Out. Described solely as "Pakistani Guitarist" in the credits, Mike's neighbor Virginia W. Herschede appears in the infomercial for the Outstructional Guitar Lessons that was the original heart of the movie. She sits on a couch out in the woods and reveals that she took 34 lessons from the Colonel in 1927 in only six minutes. It might not seem like her four lines of dialogue would be enough detail to create a song from, but Mike took the lead of 'fan fiction' authors everywhere and created a back story for an obscure character.



