a&r [a&r executive for virgin] Gemma Corfield
art direction, design Jean Krikorian
coordinator [production coordinator] Giovanni Salah
coordinator [production coordinator] Mary Hogan
coordinator [production coordinator] Michelle Cramer
executive-producer Aaliyah
executive-producer Barry Hankerson
executive-producer Jomo Hankerson
executive-producer Timbaland
mastered by Chris Gehringer
producer [associate producer] Jimmy Henchmen
supervised by [executive in charge of music for warner bros.] Doug Frank
supervised by [executive in charge of music for warner bros.] Gary LeMel
supervised by [music supervisor] Barry Hankerson
supervised by [music supervisor] Jomo Hankerson
supervised by [project supervisor] Heather Wesley
Copyright (c) Warner Bros.
Phonographic Copyright (p) Blackground Records, LLC
Copyright (c) Blackground Records, LLC
Pressed By EMI Uden
Glass Mastered At EMI Uden
Published By Virginia Beach Music
Published By WB Music Corp.
Published By Herbalicious Music
Published By Black Fountain Music
Published By Boomer X
Published By Six Shots Music
Published By DJ Irv Music
Published By Famous Music (3)
Published By Bridgeport Music, Inc.
Published By Rubber Band Music, Inc.
Published By Zomba Enterprises, Inc.
Published By 563 Music Publishing
Published By Tallest Tree Music
Published By Money Mack Music, Inc.
Published By Ma/goo Music
Published By Mass Confusion Music
Published By Rap Tracks Publishing
Published By Warner/Chappell
Published By E Beats Music
Published By Beyoncé Publishing
Published By Sony ATV
Published By Black Fountain Music, Inc.
Published By Badass Music
Published By Zomba
Published By No Way Music
Published By 40 Glock Music
Published By Real N Ruff Muzik
Published By Naked Under My Clothes
Published By Chrysalis Music
Published By Scantz Music
Published By Noontime South
Published By KDH Publishing
Published By Bubba Gee Publishing
Published By Noontime Tunes
Published By Mo Loving Music
Published By Blazilicious Music
Published By Cavilicious Music
Published By Stuy Thing Publishing
Published By 6164 Publishing
Published By Michael Moody's Universe Music
Published By Jumping Bean Songs LLC
Published By Warner-Tamerlane Publishing Corp.
Produced For Timbaland Productions, Inc.
Produced For Top Dawg Productions
Produced For Dub's World Productions, Inc.
Produced For Key Beats
Produced For Abstract Productions Inc.
Produced For Noontime Music
Produced For KDH Productions
Produced For EMF Recordings Corp.
Recorded At Manhattan Center Studios
Recorded At The Hit Factory
Recorded At Soundcastle
Recorded At Cash Money Studios
Recorded At Mastersound Studio, Virginia Beach
Recorded At Soundtrack Studios
Recorded At Front Page Studios
Recorded At Sony Music Studios, New York City
Recorded At Right Track Recording
Recorded At Battery Studios, New York
Recorded At EMF Recording Studio
Mixed At Right Track Recording
Mixed At Manhattan Center Studios
Mixed At Larrabee North
Mixed At The Hit Factory
Mixed At Quad Recording Studios
Mastered At Sterling Sound
Issued in a standard jewel case with clear tray and 8-panel foldout insert.

Track 1
Virginia Beach Music/WB Music Corp./Herbalicious Music/Black Fountain Music (ASCAP)
Produced for Timbaland Productions, Inc.
Recorded at Manhattan Center Studios, NYC
Aaliyah appears courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 2
Boomer X/Six Shot Music (BMI)/DJ Irv Music/Famous Music (BMI)/Herbalicious Music/Black Fountain Music (ASCAP)/Bridgeport Music Inc. (BMI) o/b/o itself and Rubber Band Music Inc. (BMI)
Contains an interpolation of Sir Nose D'Voidoffunk (G. Clinton Jr., W. Collins, B. Worrell) Bridgeport Music Inc. (BMI) o/b/o itself and Rubber Band Music Inc. (BMI)
Produced for Top Dawg Productions
Mixed at Right Track Studios, NYC
Recorded by Hit Factory, NYC and Soundcastle, LA
DMX appears courtesy of Murder Inc./Def Jam
Aaliyah appears courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 3
Zomba Enterprises Inc./563 Music Publishing (admin. by Zomba Enterprises Inc.) (ASCAP)/Tallest Tree Music (ASCAP)
Remix produced for Dub's World Productions Inc.
Joe appears courtesy of Jive Records
℗ 1999 Jive Records

Track 4
Money Mac Music, Inc. (BMI)
Recorded at Ca$h Money Studios
BG appears courtesy of Ca$h Money Records, Inc.
℗ 2000 Ca$h Money Records

Track 5
Virginia Beach Music/WB Music Corp./Herbalicious Music/Ma/goo Music/Black Fountain Music (ASCAP)
Produced for Timbaland Productions, Inc.
Recorded at Manhattan Center Studios, NYC
Static appears courtesy of Def Soul
Timbaland & Magoo appear courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 6
Mass Confusion Music/Virginia Beach Music/WB Music Corp. (ASCAP)
Produced for Timbaland Productions, Inc.
Recorded at Mastersound, Virginia Beach, VA
Mixed at Manhattan Center Studios, NYC
Aaliyah appears courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 7
Rap Tracks Publishing/Warner Chappell (ASCAP)/E Beats Music/Warner Chappell (ASCAP)/Beyonce Publishing (ASCAP)
Produced for Keybeats
Recorded at Soundtrack Studios, NYC
Destiny's Child appears courtesy of Sony Music Entertainment, Inc.
℗ 2000 Columbia Records

Track 8
Virginia Beach Music/WB Music Corp./Herbalicious Music/Black Fountain Music (ASCAP)
Produced for Timbaland Productions, Inc.
Recorded at Manhattan Center Studios, NYC
Ginuwine appears courtesy of Sony 550
℗ 2000 Blackground Records LLC

Track 9
Sony ATV (ASCAP)/Black Fountain Music Inc. (ASCAP)
Produced for Dub's World Productions Inc.
Recorded at Front Page Studios, Glendale, CA
Recorded at Soundtrack Studios, NYC
Confidential appears courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 10
Bad Ass Music admin. by Zomba (ASCAP)/No Way Music (ASCAP)/40 Glock Music (BMI)/Real N Ruff Muzic (ASCAP)
Recorded at Front Page Studios, Glendale, CA
Mack 10 and The Comrades appear courtesy of Hoo Bangin'/Priority Records
℗ 2000 Priority Records

Track 11
Naked Under My Clothes/Chrysalis Music (ASCAP)/Scantz Music/Noontime South (SESAC)/KDH Publishing/Bubba Gee Publishing/Noontime Tunes (BMI)
Produced for Abstract Productions Inc./Noontime Music (Donnie Scantz) and for KDH Productions/Noontime Music (Kevin Hicks)
Mixed at Larrabee North Studios, L.A.
Recorded at Sony Music Studios, NYC
Aaliyah appears courtesy of Blackground Records
℗ 1999 Blackground Entertainment

Track 12
Six Shot Music (BMI)/DJ Irv Music/Famous Music (BMI)/Black Fountain Inc. (ASCAP)/Mo' Loving Music (ASCAP)
Produced for Top Dawg Productions
Recorded at Right Track Studios, NYC
Mixed at The Hit Factory, NYC
Dave Bing appears courtesy of Blackground Records
Lil' Mo appears courtesy of Elektra Entertainment Group Inc.
℗ 2000 Blackground Records LLC

Track 13
Virginia Beach Music/WB Music Corp./Herbalicious Music/Blazalicious Music/Cavilicious Music/Black Fountain Music (ASCAP)
Recorded at Battery Studios, NYC
Playa appears courtesy of Def Soul
℗ 2000 Blackground Records LLC

Track 14
Blazalicious Music/Black Fountain Music (ASCAP)/Rap Tracks Pub./WB Music Corp. (ASCAP)/E Beats Music/WB Music Corp. (ASCAP)
Produced for Key Beats
Recorded at Soundtrack Studios, NYC
Dave Hollister appears courtesy of Def Squad/Dreamworks
℗ 2000 Blackground Records LLC

Track 15
Herbalicious Music/Black Fountain Music (ASCAP)/Rap Tracks Pub./WB Music Corp. (ASCAP)/E Beats Music/WB Music Corp. (ASCAP)
Produced for Key Beats
Recorded at Soundtrack Studios, NYC
Chante Moore appears courtesy of MCA Records
℗ 2000 Blackground Records LLC

Track 16
Sony ATV (ASCAP)/Black Fountain Music (ASCAP)
Produced for Dub's World Productions Inc.
Recorded at Soundtrack Studios, NYC
Non-A-Miss appear courtesy of Blackground Records
℗ 2000 Blackground Records LLC

Track 17
Stuy Thing Publishing/6164 Publishing (ASCAP)/Michael Mood'y Universe Music/Jumping Bean Songs, LLC (BMI)
Produced for EMF Recording Corp.
Engineered for Reel for Reel Productions
Mixed at Quad Recording Studios, NYC
Recorded at EMF Recording Studio, NJ
Blade appears courtesy of Bodybag Entertainment, Inc. and Virgin Records America, Inc.
℗ 2000 Virgin Records America, Inc.

Track 18
Warner-Tamerlane Publishing Corp. (BMI)
℗ 2000 Warner Bros.

Mastered at Sterling Sound, NYC

Motion picture artwork and photography: © 2000 Warner Bros.
This compilation ℗ & © 2000 Blackground Records LLC.
Printed in the EU
Barcode: 0724384905224 (Scanned EAN)
Barcode: 7 24384 90522 4 (Text)
Rights Society: bel BIEM
Rights Society: ASCAP
Rights Society: BMI
Label Code: LC 3098
Price Code: PM (F)
Matrix / Runout: EMI UDEN 8490522 @ 2-1-3-NL (Variant 1)
Mastering SID Code: IFPI L047 (Variant 1)
Mould SID Code: IFPI 15ED (Variant 1)
Matrix / Runout: EMI UDEN 8490522 @ 1 1-3-3-NL (Variant 2)
Mastering SID Code: IFPI L047 (Variant 2)
Mould SID Code: ifpi 15EF (Variant 2)
Matrix / Runout: EMI UDEN 8490522 @ 1 1-1-14-NL (Variant 3)
Mastering SID Code: IFPI L047 (Variant 3)
Mould SID Code: ifpi 14E1 (Variant 3)
Matrix / Runout: EMI UDEN 8490522 @ 1 1-1-10-NL (Variant 4)
Mastering SID Code: IFPI L047 (Variant 4)
Mould SID Code: ifpi 1596 (Variant 4)
Matrix / Runout: EMI UDEN 8490522 @ 2 2-1-9-NL (Variant 5)
Mastering SID Code: IFPI L047 (Variant 5)
Mould SID Code: IFPI 15AF (Variant 5)
Matrix / Runout: EMI UDEN 8490522 @ 1 1-1-9-NL (Variant 6)
Mastering SID Code: IFPI L047 (Variant 6)
Mould SID Code: ifpi 15A4 (Variant 6)
Matrix / Runout: EMI UDEN 8490522 @ 1 1-1-11-NL (Variant 7)
Mastering SID Code: IFPI L047 (Variant 7)
Mould SID Code: ifpi 15EB (Variant 7)