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| A1 | The Three Of Us | 2:35 |
| A2 | Whipping Boy | 5:31 |
| A3 | Breakin' Down | 4:00 |
| A4 | Don't Take That Attitude To Your Grave | 4:25 |
| A5 | Waiting On An Angel | 3:53 |
| A6 | Mama's Got A Girlfriend Now | 2:29 |
| B7 | Forever | 3:23 |
| B8 | Like A King | 4:18 |
| B9 | Pleasure And Pain | 3:44 |
| B10 | Walk Away | 3:49 |
| B11 | How Many Miles Must We March | 3:07 |
| B12 | Welcome To The Cruel World | 5:36 |
| B13 | I'll Rise | 5:40 |
Acoustic Guitar – Ben Harper (1, 4 to 7, 10, 11)
Bass – John McKnight (2 to 4, 6, 8, 12)
Design, Art Direction – Tom Dolan
Drums – Rock Deadrick (2 to 4, 6, 8, 9, 11, 12)
Engineer [Assistant] – Bradley Cook
Engineer [Assistant] – Paula "Max" Garcia
Guitar [Weissenborn] – Ben Harper (1 to 4, 6, 8, 9, 12)
Mastered By – Eddy Schreyer
Mixed By, Recorded By, Producer [Associate] – Mikal Reid
Percussion – Rock Deadrick (3, 4, 6 to 9, 11)
Photography By – Philippe Le Bihan
Photography By – Rick Olivier
Photography By, Producer [Associate] – Jeff Gottlieb
Producer – Ben Harper
Producer, Art Direction – J.P. Plunier
Vocals – Ben Harper (2 to 13)
Written-By – Ben Harper (1, 3 to 12)
Bass – John McKnight (2 to 4, 6, 8, 12)
Design, Art Direction – Tom Dolan
Drums – Rock Deadrick (2 to 4, 6, 8, 9, 11, 12)
Engineer [Assistant] – Bradley Cook
Engineer [Assistant] – Paula "Max" Garcia
Guitar [Weissenborn] – Ben Harper (1 to 4, 6, 8, 9, 12)
Mastered By – Eddy Schreyer
Mixed By, Recorded By, Producer [Associate] – Mikal Reid
Percussion – Rock Deadrick (3, 4, 6 to 9, 11)
Photography By – Philippe Le Bihan
Photography By – Rick Olivier
Photography By, Producer [Associate] – Jeff Gottlieb
Producer – Ben Harper
Producer, Art Direction – J.P. Plunier
Vocals – Ben Harper (2 to 13)
Written-By – Ben Harper (1, 3 to 12)
℗1994 Except tracks A4, A5, B10, B11, B12 ℗1998 Virgin Records America, Inc 0602537540471
Barcode – 0602537540471