Rick Potts is a founding LAFMS member, active in experimental music since the early 70's, and enormously influential on five decades worth of musical practitioners with a penchant for outer/freakdom sounds. Don't Think is a 2CD compilation of rare and unreleased recordings, spanning 37 tracks and 2.5 hours, and covering the entire range of Potts' musical output - from song-based new wave/art rock to more abstract loop-based noise (note the lowercase 'n') and mutant disco (disco of the Dennis Duck variety that is). Also included is a 12 page booklet of art and notes.

"When I was a teenager I discovered research that the brain had two separate parts, a logical left side and a creative right side. I decided that the left, the logical, rational, critical side was filtering out too much of the right side's intuitive brilliance and cancelling out thoughts before I was aware of them. I wanted to tap into those discarded ideas so I developed ways to avoid the editing that the left side was doing to the right side's mysterious stream of consciousness. Spontaneity and improvisation in the early days of the LAFMS was one way. Making drawings without planning them sometimes brought surprising results. Creatures emerged before my eyes one shape at a time. I practiced speaking backwards, wrote the first thing that popped into my mind and spoke before I knew what I was saying. Experimenting with freeing myself from the critical inner voice let magical things happen. Creating this way puts me into a zone that feels like a high and it's addictive. It feels best when I don't know what I'm doing but I do it anyway. For me, reason is unreasonable."

- Rick Potts