Barfly is the second album from Buck-O-Nine, originally released in 1995 on Taang! Records. The album contains several cover songs that influenced the band's individual members. The cover songs were narrowed down from a list of seven possible cover songs the band had rehearsed and performed live, having originally been picked round-robin style. The album is fleshed out with original songs written after the release of Songs in the Key of Bree. Barfly was released within a relatively short time after Songs in the Key of Bree, in part because the band was anxious to have a release available that would see wider distribution than the first album was gaining.