"Katherine of Oregon": the titular character's name is a play on Catherine of Aragon, whose marriage to King Henry VIII of England was annulled in 1533. The chorus' tune is adapted from the work of Beethoven. The Scottish musician Lonnie Donegan is mentioned. When playing this song in concert, Stewart has jokingly suggested that he may write a sequel entitled "Anne of Cleveland" as a play on Anne of Cleves.
Stewart originally wrote the song "Class of '58" as 13 minutes long. When the record company rejected it, he rewrote it to the truncated 4-minute version on the album. The long version was subsequently released as a single. In the blurb on the single, it is suggested that the album A Beach Full of Shells was originally intended to focus around this song, which describes the life of a musician on the 1950s rock and roll scene.