a&r Tom Osborn
art direction Steve Gerdes
tracks 4, 8, 11a backing vocals Peter Rafelson
design Dean Buckley
drums, percussion Chris Olivas
tracks 1 to 3, 5 to 7, 9, 10 engineer Mitchell Sigman
tracks 4, 8, 11a engineer Peter Rafelson
engineer [assistant] David Batiste
engineer [live drums] Jeff Moleski
engineer [live piano] Preston Boebel
executive-producer Terri Nunn
guitar Dallan Baumgarten
guitar Mitchell Sigman
hair Mac Miller
keyboards, bass, programmed by [programming] Mitchell Sigman
management, booking Mitch Okmin
management, booking The M.O.B. Agency
mastered by Tom Baker
tracks 1, 3, 5 to 7, 9, 10 mixed by Mitchell Sigman
tracks 2, 8, 11a mixed by Peter Lorimer
photography by Jeff Gros
tracks 1 to 3, 5 to 7, 9, 10 producer Mitchell Sigman
tracks 4, 8, 11a producer Peter Rafelson
vocals Linda Dalziel
vocals Mitchell Sigman
vocals Terri Nunn
tracks 1 to 3, 5 to 7, 9 to 11a written-by Mitchell Sigman
tracks 4, 8, 10, 11a written-by Peter Rafelson
tracks 2 to 11a written-by Terri Nunn
Record Company Heavensake, Inc.
Record Company BMG Entertainment
Manufactured By BMG Distribution
Distributed By BMG Distribution
Licensed From Artist Direct Digital, Inc.
Phonographic Copyright (p) Heavensake, Inc.
Copyright (c) Heavensake, Inc.
Recorded At Chroma Machine Studios
Recorded At RMC Studio
Recorded At Ultra Studios, Camarillo
Recorded At 451 Studios
Recorded At Moletrax
Recorded At Clear Lake Recording
Mixed At Chroma Machine Studios
Mixed At RMC Studio
Mastered At Precision Mastering
Published By Tez808 Music
Published By Chroma Machine Musik
Published By Malladin Music
Published By Rafelson Music
Published By FluxWerks Music
Published By Cinderful Songs
Published By Chrysalis Songs
Published By Incision Music
Track 11b Pleasure Victim is a hidden song and is not listed anywhere on the cd packaging.
After track 11a there is a long pause and then track 11b will play.

No credits for track 11b.

Recorded and mixed at Chroma Machine Studios, North Hollywood, CA except:
Tracks 4, 8 and 11 recorded and mixed and Track 2 mixed at RMC Studios, North Hollywood, CA.
Track 10 recorded at Ultra Studios, Camarillo, CA and Chroma Machine Studios, North Hollywood, CA.
Additional overdubs recorded at 451 Studios, North Hollywood, CA.
Live drums recorded at Moletrax, Hollywood, CA.
Live piano recorded at Clear Lake Audio, North Hollywood, CA.
Mastered at Precision Mastering, Hollywood, CA.

Publishing:
1 - (C) 2001 Tez808 Music (BMI) / Chroma Machine Musik (BMI)
2 - (C) 2002 Tez808 Music (BMI) / Chroma Machine Musik (BMI) / Malladin Music (BMI)
3 & 7 - (C) 2001 Malladin Music (BMI) / Chroma Machine Musik (BMI)
4 & 8 - (C) 2002 Malladin Music (BMI) / Rafelson Music (ASCAP)
5 - (C) 2001 Malladin Music (BMI) / Chroma Machine Musik (BMI) / FluxWerks Music (BMI)
6 - (C) 2001 Malladin Music (BMI) / Chroma Machine Musik (BMI) / Cinderful Songs / Chrysalis Songs (BMI)
9 - (C) 2002 Malladin Music (BMI) / Incision Music (BMI) / Chroma Machine Musik (BMI)
10 - (C) 2001 Malladin Music (BMI) / Incision Music (BMI)
11a - (C) 2002 Malladin Music (BMI) / Chroma Machine Musik (BMI) / Rafelson Music (BMI)

℗ & © 2002 Heavensake, Inc.
Manufactured and Distributed under license by ARTISTdirect Digital, Inc., by BMG Distribution, a unit of BMG Entertainment
Printed in USA
Barcode: 8 01190 10512 0
Rights Society: BMI
Rights Society: ASCAP
Matrix / Runout: L385 1200 80119010512 C20530-1a A (Variant 1)
Mould SID Code: IFPI 6100 (Variant 1)
Matrix / Runout: L388 1200 80119010512 D20731-10 A (Variant 2)
Mould SID Code: IFPI 6100 (Variant 2)
Matrix / Runout: L385 1200 80119010512 C20530-16 A (Variant 3 (mirrored))
Mould SID Code: IFPI 6100 (Variant 3)
Other: 23 (Variant 3, Inner Mould)