1986 largely at Rundgren's Utopia Sound Studios in Woodstock, New York. Partridge described Utopia Sound—a two-story building located on the edge of a forest—as "a glorified log cabin". The band stayed at a nearby guest house, while Rundgren lived in the "main house" up the road. They arrived without rehearsing the material because of the expectation that Rundgren would change the song structures anyway. In Moulding's recollection, "That was the problem with the whole record. ... everybody kept saying, 'There's no point in rehearsing!' ... I realized, 'I don't know any of these songs!' [laughs] 'Nobody's told me the chords! What'll we do?'" The project consumed only three reels of tape: one for side one, another for side two, and a third for extras and leftover tracks. Moulding remembered that "one track ran into another. No edits. Todd had a very unorthodox way of recording—15 ips. ... and done very quickly. Second takes were uncommon, but it was all charming in a way. Partridge considered these methods a "money-saving ruse", and believed that Rundgren "didn't wanna spend out on reels of tape". Rundgren played a large role in the album's sound design and drum programming, providing the band with string and brass arrangements, as well as an assortment of gear that included a Fairlight CMI, Yamaha DX7, E-mu Emulator, pre-MIDI LinnDrum, and a Prophet-10 bought especially for the album. The only instruments the band had brought with them to the US were "about eight guitars". Gregory repaired a neglected Chamberlin that had become infested with mice. They spent the first week planning and setting markers for the tape space they needed. Another three weeks were spent programming percussion and other sequences on a Fairlight. For the first run of sessions at Woodstock, the group used the LinnDrum as a placeholder for percussion, which Gregory said "sounded very stiff and lifeless". Real drums were overdubbed at Sound Hole Studios in San Francisco by the Tubes' Prairie Prince. Gregory said "it was only then that the album started coming to life". While in San Francisco, the band stayed at a condominium a few blocks away from Rundgren's apartment. Partridge instructed Prince how to play his parts, although Prince occasionally suggested his own ideas. Prince later praised Partridge's "sense of rhythm ... that guy is just amazing. I'm not sure if I've actually ever heard him sit down and play a set of