1 What's Number One?
Arranged By [Rhythm], Bass, Programmed By [Keyboards] Marcus Miller
Backing Vocals Charlotte Crossley, David Lasley, Myrna Smith Schilling*, Paulette McWilliams
Drums Jeff Porcaro, Rhett Lawrence
Guitar Michael Landau
Guitar [And Guitar Solo] Dann Huff
Keyboards Peter Wolf (3)
Percussion Lenny Castro
3:58
2 Claudia
Arranged By [Rhythm], Keyboards Larry Williams
Bass Freddie Washington
Drums John Robinson (2)
Guitar [Solo] Buzz Feiton*
4:07
3 Heart Of Mine
Arranged By [Rhythm], Keyboards Aaron Zigman
Backing Vocals James Ingram, Phillip Perry*, Phillip Ingram
Bass Freddie Washington
Drums John Robinson (2)
Guitar Carlos Rios (2), Paul Jackson Jr.
4:12
4 Right Out Of My Head
Arranged By [Rhythm], Guitar [Solo] Dann Huff
Backing Vocals Boz*, Kevin Dorsey, Siedah Garrett, Timothy Schmit*
Bass David Hungate
Drums Jeff Porcaro
Guitar Steve Lukather
Keyboards Robbie Buchanan
Keyboards [Additional] Alan Pasqua
Percussion Lenny Castro
5:26
5 I Don't Hear You
Arranged By [Rhythm], Guitar Dann Huff
Backing Vocals Charlotte Crossley, David Lasley, Kevin Dorsey, Myrna Smith Schilling*, Paulette McWilliams
Drums Jeff Porcaro
Keyboards Robbie Buchanan
Keyboards [Additional] Alan Pasqua
Programmed By Rhett Lawrence
4:42
6 Mental Shakedown
Arranged By [Rhythm], Guitar David Williams (4)
Backing Vocals Carl Carwell, Jeanette Hanes, Pamela Hutchinson*
Drums John Robinson (2)
Drums [Synthesizer], Bass, Percussion, Keyboards Guy Allison Steiner*
Horns [Synthesizer] Aaron Zigman
Lead Guitar Steve Lukather
Percussion [Additional] Paulinho Da Costa
4:10
7 Crimes Of Passion
Arranged By [Rhythm], Lead Guitar Dann Huff
Backing Vocals Siedah Garrett
Bass Marcus Miller
Drums Jeff Porcaro
Keyboards Robbie Buchanan
4:02
8 Funny
Bass, Clarinet, Drums [Synthesizer], Percussion Marcus Miller
Guitar [Solo] Michael Landau
Programmed By [Keyboards] Rhett Lawrence
5:51
9 Cool Running
Arranged By [Horns], Horns Brandon Fields, Gary Grant, Jerry Hey, Larry Williams
Arranged By [Rhythm], Keyboards Patrick Leonard
Backing Vocals Darryl Phinnessee, Phill Perry*, Phillip Ingram
Bass Marcus Miller
Drums Jeff Porcaro
Guitar David Williams (4)
Percussion Lenny Castro
Percussion [Additional] Paulinho Da Costa
4:14
10 The Night Of Van Gogh
Arranged By [Rhythm And String Co-arrangement], Piano, Synthesizer [Strings] David Paich
Arranged By [Rhythm Co-arrangment], Keyboards Robbie Buchanan
Arranged By [String Co-arrangement] Marty Paich
Backing Vocals Edie Lehmann, Kate Markowitz, Siedah Garrett
Bass Marcus Miller
Drums Jeff Porcaro
Guitar Dann Huff
4:20
Lyrics By Boz Scaggs (tracks: 1, 2, 4, 6, 8, 9, 10), Jim Carroll (tracks: 1, 5, 7)
Mixed By Bill Schnee (tracks: 8, 9, 10), Mick Guzauski (tracks: 6), Steve Thompson & Michael Barbiero (tracks: 1, 4, 5, 7)
Mixed By, Recorded By Daren Klein (tracks: 2, 3)
Music By Bobby Caldwell (tracks: 10), Boz Scaggs (tracks: 2, 10), Dann Huff (tracks: 4, 5, 7), David Huff* (tracks: 4, 5), David Williams (4) (tracks: 6, 9), Guy Allison Steiner* (tracks: 6), Larry Williams (tracks: 2), Marcus Miller (tracks: 1, 8), Patrick Leonard (tracks: 9), Peter Wolf (3) (tracks: 10)
Producer Bill Schnee (tracks: 1, 4, 5, 7, 8, 9, 10), Boz Scaggs (tracks: 6), David Williams (4) (tracks: 6), Stewart Levine (tracks: 2, 3)
Recorded By Dan Garcia (tracks: 6), Shep Longsdale* (tracks: 6)
Written-By Bobby Caldwell (tracks: 3), Dennis Matkosky (tracks: 3), Jason Scheff (tracks: 3)