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Phase 3 is the third studio album by the American punk rock band The Riverdales. It was released in 2003 through 1-4-5 Records. It was the first new Riverdales album in five years. It was also the first Riverdales album to feature drummer Dan Lumley. It was re-released on October 7, 2008 by Asian Man Records, who had also reissued the band's first album Riverdales in 2006. The album was completely re-mixed and re-mastered, including five previously unreleased songs and new artwork. Four of the bonus tracks were totally new and one was a new arrangement and recording of "Mental Retard" (from the Storm the Streets album). Although the reissue was advertised as having re-recorded vocals, Ben Weasel has stated that this is not correct. The lyrics to the song "Last Stop Tokyo" are printed on the back of the CD insert and was the first time that the Riverdales released any lyrics to the public. Although written by Ben Foster, the song "Wait It Out" was first recorded by The Lillingtons on their 2001 album The Backchannel Broadcast. Since the relationship between Asian Man and all Ben Weasel related music is now severed, the album may be re-issued yet again sometime in the future.