On April 8, 1997, That Dog released their third album, "Retreat from the Sun", and added Kenny Woods (Steven McDonald Group, Beck, Anders & Woods) on guitar. It has been confirmed that Anna Waronker originally intended to release the album as a solo record. She has claimed in interviews that her A&R pressured her in to letting That Dog record the album. "Retreat from the Sun" spawned the group's only charting radio hit, "Never Say Never", which reached No. 27 on the U.S. Billboard Modern Rock charts in 1997.