1. What A Shame 00:00
2. Mourning Grace 05:24
3. The Thrill Is Gone 12:23
4. Romanesque 17:03
5. Yellow Car III 21:30
6. Wood Is A Pleasant Thing To Think About 26:39
7. Inch Worm 27:36
8. Ode To Billy Joe 32:40
9. Too Rich For My Blood 38:00
10. A Taste Of Honey 46:00
11. Nardis 50:28
12. Manha De Carnaval 59:31
Michael Arnopol - bass
John McLean - guitars
Mark Walker - drums, percussion, body parts
Recorded and mixed at Chicago Recording Company, Studio 5, Chicago, on June 28th-30th and July 1st, 1994.
Produced By Patricia Barber
Executive Producer: Michael Friedman
Engineer [Assistant] – Jeffrey Lane
Engineer [Mastering] – Nick Prout
Engineer, Mastered By – Jim Anderson
Photography [Cover, Back Cover, Disc] – Jean Moss
Photography [Photo Stylist] – Anne Moorhouse
Artwork By [Art Direction, Design] – Mare Earley
Artwork By [Liner Notes] – Neil Tesser
