The Rainbow Confection, Holiday Flyer's second full-length album, was released in 1997 in an edition of 1,020 copies.

1. Three Times Might Be Nice
2. Leaving Us Alone
3. Tore Myself
4. Can I Steal Your Heart Away
5. Coming Back To This
6. This Town
7. Same
8. Don’t Paint Angry
9. Things That Made You Blue
10. How Come
11. Better There Than Here
12. Take Me Away