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The third studio album by the American rock band, originally released in June 2008. The album's lyrics explore diverse subject matter as opposed to their previous albums; 'Devour' ventures into political territory while 'What a Shame' tells a story about lead singer Brent Smith's uncle, who died during the recording of the album, and how Brent and his cousin, professional wrestler Olivia Smith, dealt with his death. Features the singles 'Devour', 'Second Chance', 'Sound of Madness', 'If You Only Knew' and 'The Crow and the Butterfly'.

Track Listing:
1. Devour - Shinedown (3.5)
2. Sound of Madness - Shinedown (3.53)
3. Second Chance - Shinedown (3.4)
4. Cry for Help - Shinedown (3.2)
5. The Crow and the Butterfly - Shinedown (4.13)
6. If You Only Knew - Shinedown (3.46)
7. Sin With a Grin - Shinedown (4)
8. What a Shame - Shinedown (4.18)
9. Cyanide Sweet Tooth Suicide - Shinedown (3.11)
10. Breaking Inside - Shinedown (3.51)
11. Call Me - Shinedown (3.42)

Year of Production: 2008

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