2. Burn Me Up Slowly (Glover) 4:05
3. Beyond Emily (Glover/Bramblett) 4:05
4. Queen Of England (Bramblett) 4:24
5. No Place To Go (Glover) 3:33
6. The Bargain Basement (Glover) 3:21
7. What You Don't Say (Glover/Bramblett) 3:51
8. Nothing Else (Glover) 4:11
9. Could Have Been Me (Glover) 3:24
10. The More I Find (Glover) 2:46
11. When It Comes To You (Glover/Bramblett) 3:48
12. Some Hope (Glover/Bramblett) 5:11
13. If I Could Fly (Glover) 4:19
14. It's Only Life (Glover/Bramblett) 5:13
* Roger Glover: Lead vocals on (2), Bass on (1-14), Piano on (2,6), Acoustic guitars on (6), Electric guitars on (6), Vocals on (10)
* Randall Bramblett: Lead vocals on (1,3-5,7-14), Vocals on (2), Hammond organ on (2-4,6,7,9,11-14), Piano on (2,3,12,13), keyboards on (1,5,8,10), Soprano saxophone on (3), Saxophone on (13)
* Joe Bonadio: Drums, percussion on (1-14)
* Eran Tabib: Lead guitar on (7), Guitar on (1,2,9), Slide guitar on (8)
* Nick Moroch: Lead guitar on (1,6,9-12)
* Larry Saltzman: Guitar on (3,4,12), Acoustic guitar on (5,10,13,14), Bouzouki on (10), National guitar on (11)
* Warren Haynes: Slide guitar on (4,14), steel guitar on (4)
* Gerry Leonard: Atmospheric guitar on (5,6,8), Hammered dulcimer on (10), Mandolin on (10)
* Joe Mennonna: Horns & horn arrangement on (1,3,14)
* Gillian Glover : Lead vocals on (6), Vocals on (2,9)
* Mickey Lee Soule: Piano on (11,14)
* Vaneese Thomas: Vocals on (3-5,13)
* Deena Miller: Vocals on (3-5,13)
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