a&r [at virgin] Gemma Corfield
art direction Warren Fu
tracks 2, 3, 9 engineer [assistant] Chandler Bridges
tracks 7, 8 engineer [assistant] Jonathan Adler
tracks 5, 12 engineer [assistant] Michelle Forbes
tracks 10, 14 engineer [assistant] Pat Sajack
tracks 4, 15 engineer [assistant] Steve Penny
executive-producer Aaliyah
executive-producer Barry Hankerson
executive-producer Jomo Hankerson
tracks 10, 14 instruments [all instruments played], programmed by Rockstar
tracks 2, 3, 7, 9, 11, 13 instruments [all] Eric Seats
tracks 2, 3, 7, 9, 11, 13 instruments [all] Rapture Stewart
mastered by Bernie Grundman
tracks 2, 3, 7 to 9, 11 mixed by Ben Garrison
tracks 5, 8, 12 mixed by Bud'da
tracks 1, 4, 6, 15 mixed by Jimmy Douglass
tracks 5, 12 mixed by Richard "Segal" Huredia
tracks 1, 4, 15 mixed by Timbaland
photography by Albert Watson
photography by David LaChapelle
photography by Jeff Dunas
photography by Jonathan Mannion
tracks 5, 8, 12 producer Bud'da
tracks 2, 3, 7, 9, 11, 13 producer Eric Seats
tracks 10, 14 producer J Dub
tracks 2, 3, 7, 9, 11, 13 producer Rapture Stewart
tracks 1, 4, 6, 15 producer Timbaland
tracks 2, 3, 7, 11, 13 recorded by Acar Key
tracks 1, 4, 6 recorded by Jimmy Douglass
tracks 2, 5, 8, 9 recorded by Michael Conrader
tracks 10, 14 recorded by, mixed by Scott Wolfe
supervised by [project] Heather Wesley
tracks 12, 14 written-by Durell Babbs
tracks 2, 3, 7, 9, 11, 13 written-by Eric Seats
tracks 10, 14 written-by Jeffrey Walker
tracks 2, 3, 7, 9, 11, 13 written-by Rapture Stewart
tracks 1 to 5, 7, 8, 10, 11, 13, 15 written-by Sean Garrett
tracks 5, 8, 12 written-by Stephen Anderson
tracks 1, 4, 6, 15 written-by Timothy Mosley
Phonographic Copyright (p) Blackground Records, LLC
Copyright (c) Blackground Records, LLC
Manufactured By EMI Uden
Published By Virginia Beach Music
Published By Herbalicious Music
Published By Black Fountain Music
Published By Warner/Chappell
Produced For Timbaland Productions, Inc.
Recorded At Westlake Studios
Mixed At Westlake Studios
Published By Rap Tracks
Published By E Beats Music
Produced For Keybeats, Inc.
Recorded At Sony Music Studios, New York City
Recorded At Sing Sing Studios
Mixed At Pacifique Studios
Mixed At Quad Recording Studios
Mixed At Abolitionist Studios
Recorded At Manhattan Center Studios
Mixed At Manhattan Center Studios
Published By Bout Bud'da Music
Produced For Bud'da Productions, Inc.
Mixed At Larrabee Sound Studios
Published By Mass Confusion Music
Recorded At Music Grinder Studios
Recorded At The Magic Mix Room
Mixed At Capitol Studios
Mixed At Electric Lady Studios
Published By Blazilicious Music
Recorded At Soundtrack Studios
Published By Dub's World Music, Inc.
Produced For Dub's World Productions
Mixed At Music Grinder Studios
Mixed At Right Track Recording
Published By Tank 1176 Music
Mixed At Record Plant, Los Angeles
Mastered At Bernie Grundman Mastering
Glass Mastered At EMI Uden
Track 1 produced [...] for Timbaland Productions, Inc.
Recorded at Westlake Studios, LA, CA
Mixed at Westlake Studios, LA, CA

Track 2 produced [...] for Keybeats, Inc.
Recorded at Sony Studios, NY, NY and Sing Sing Studios, Melbourne, Australia
Mixed at Pacifique Studios, N. Hollywood, CA
Mixed at Quad Recording, NYC and Abolitionist Studios, NYC
Static From Playa appears courtesy of Def Soul

Track 3 produced [...] for Keybeats, Inc.
Recorded at Sony Studios, NY, NY
Mixed at Pacifique Studios, N. Hollywood, CA

Track 4 produced [...] for Timbaland Productions, Inc.
Recorded at Manhattan Center Studios, NY, NY
Mixed at Village Recorders Studios, LA, CA

Track 5 produced [...] for Bud'da Productions, Inc.
Recorded at Sing Sing Studios, Melbourne, Australia
Mixed at Larrabee Studios, N. Hollywood, CA

Track 6 produced [...] for Timbaland Productions, Inc.
Recorded at Music Grinder Studios, LA, CA and Magic Mix Studios, LA, CA
Mixed at Capitol Studios, LA, CA

Track 7 produced [...] for Keybeats, Inc.
Recorded at Sony Studios, NY, NY
Mixed at Electric Lady, NYC

Track 8 produced [...] for Bud'da Productions, Inc.
Recorded at Sing Sing Studios, Melbourne, Australia
Mixed at Electric Lady, NYC

Track 9 produced [...] for Keybeats, Inc.
Recorded at Soundtracks Studios, NY, NY
Mixed at Pacifique Studios, N. Hollywood, CA

Track 10 produced [...] for Dub's World Productions
Recorded and mixed at Music Grinder, Hollywood, CA
All Instruments played and Programming [...] for Dub's World Productions, Inc.

Track 11 produced [...] for Keybeats, Inc.
Recorded at Sony Studios, NY, NY
Mixed at Right Track Recording, NYC

Track 12 produced [...] for Bud'da Productions, Inc.
Recorded at Sing Sing Studios, Melbourne, Australia
Mixed at Larrabee Studios, N. Hollywood, CA

Track 13 produced [...] for Keybeats
Recorded at Sony Studios, NY, NY
Mixed at Record Plant, Hollywood, CA

Track 14 produced [...] for Dub's World Productions
Recorded at Sing Sing Studios, Melbourne, Australia
Mixed at Record Plant, Hollywood, CA
All Instruments played and Programming [...] for Dub's World Productions, Inc.

Track 15 produced [...] for Timbaland Productions, Inc.
Recorded at Manhattan Center Studios, NYC

℗ & © 2001 Blackground Records, LLC except track 15 ℗ 2000 Blackground Records, LLC.

Printed in the EU (back)
Made in the EU (disc)

Comes in a jewel case inside a carton slipcase.
Barcode: 7 24381 09072 5 (Text)
Barcode: 724381090725 (String)
Rights Society: bel BIEM
Label Code: LC03098
Price Code: PM 513 (F)
Other: CDVUSX199 (UK Cat. nr.)
Matrix / Runout: EMI UDEN 8107672 @ 1 1-4-15-NL (Variant 1)
Mastering SID Code: IFPI L047 (Variant 1, 2 & 3)
Mould SID Code: IFPI 1546 (Variant 1)
Matrix / Runout: EMI UDEN 8107672 @ 1 1-2-7-NL (Variant 2)
Mould SID Code: ifpi 15AF (Variant 2)
Matrix / Runout: EMI UDEN 8107672 @ 1 1-1-19-NL (Variant 3)
Mould SID Code: ifpi 1529 (Variant 3)