a&r Seth Friedman
a&r Venus Brown
a&r will.i.am Music Group
art direction [booklet], photography by [booklet] Edward Martinez
art direction [cover] Mike Jurkovac
art direction [cover] Seth Friedman
art direction [cover] cYclops productions
coordinator [a&r coordination] Dante Santiago
coordinator [a&r coordination] Justin Siegel
cover, logo [design] Florencio Zavala
cover, logo [design] Shepard Fairey
cover, logo [design] Studio Number One
design concept [conceptual design] Will I Am
design [booklet] Dennis Gomez
executive-producer Ron Fair
executive-producer Will I Am
legal [music clearances] Madeleine Smith
legal [representation] Davis, Shapiro, Montone & Hayes
legal [representation] Fred Davis
management DAS Communications, Ltd
management David Sonenberg
management Grassroots Productions Inc.
management Polo Molina
management Seth Friedman
management [business manager] Larkin Business Management
management [business manager] Sean Larkin
mastered by Brian Gardner
photography by Albert Watson
product manager Julie Hovsepian
production manager [production coordinator] Andrew Van Meter
stylist I AM Clothing
stylist Lor-e Phillips
Copyright (c) Interscope Records
Phonographic Copyright (p) Interscope Records
Manufactured By Universal Music & Video Distribution, Corp.
Distributed By Universal Music & Video Distribution, Corp.
Published By EMI Grove Park Music
Licensed From Dick Dale Enterprises
Published By Will.I.am Music, Inc.
Published By Jeepney Music
Published By Cherry River Music Co.
Published By Avenue XIII
Published By Reach Global Songs
Published By Reach Global Inc.
Published By Headphone Junkie Publishing
Published By EMI Music Publishing, Inc.
Published By Careers-BMG Music
Published By BMG Music Publishing NA, Inc.
Published By Zomba Enterprises, Inc.
Published By Saregama India Ltd.
Published By Saregama PLC
Published By Printz Polar Publishing
Published By Songs of Universal, Inc.
Published By El Cubano Music
Published By EMI Blackwood Music Inc.
Published By Tennman Tunes
Published By Virginia Beach Music
Published By Warner Music
Published By Danjahandz Muzik
Phonographic Copyright (p) Island Def Jam Music Group
Licensed From Universal Music Enterprises
Published By Nawasha Networks
Published By Sasha Poco Songs
Published By Sony / ATV Music Publishing
Published By Sony/ATV Music
Published By Sugar Hill Music Publishing
Published By Musical Comedy Prods.
Published By U Betta Like My Muzik
Published By Penskills Music
Published By Windswept LLC
Published By Helene Blue Musique
Published By Keep On Kicking Music, Inc.
Published By Music Sales Corp.
Published By The South Florida Music Group
Published By Jeepney Music Publishing
Published By Deez Notes Music
Published By Universal Music Publishing, Inc.
Published By Bubble Toes Publishing
Published By Universal Music Corp.
Published By Universal Music
Published By Nice & Smooth Music
Published By The Clyde Otis Music Group
Published By Geronimo Publishing
Published By Intrigue Music, LLC
Published By O'Lucky Music
Published By Our 315 Music
Published By Noize Trip Music
Published By Universal - Polygram International Publishing, Inc.
Published By National League Music
Published By Stone City Music
Phonographic Copyright (p) Motown Records
Phonographic Copyright (p) UMG Recordings
Published By Broke Spoke & Gone Publishing
Published By G.M. Sumner
Produced For Timbaland Productions
Produced For Danjahandz Productions
Produced For Two Chord Music Inc.
Produced For Pittway Music, Inc.
Produced For Mike Daddy Unlimited, Inc.
Produced For Pettaway Music, Inc.
Produced For Beets & Produce, Inc. Co.
Recorded At Glenwood Place Studios
Recorded At Metropolis Studios
Recorded At Record Plant, Los Angeles
Recorded At The Stewchia
Recorded At The Hit Factory Criteria
Recorded At Morning View Studio
Recorded At Smart Studios
Recorded At Sony Music Studios, New York City
Recorded At Record Plant, Los Angeles
Recorded At Osi And Calvin Studios
Recorded At Henson Recording Studios
Recorded At Daddy's House Recording Studio
Recorded At The Brothel
Recorded At Ameraycan Studios
Mastered At Bernie Grundman Mastering
Glass Mastered At EDC, USA
Pressed By EDC, USA
Recording studios:
1 - Recorded at: Bullet train, Japan / The will.i.am Protools rig & Glenwood Studios, Burbank, CA.
2 - Recorded at: Metropolis Studios - Chiswick, London & The Record Plant - LA, CA
3 - Produced for Timbaland Productions. Co-produced for Danjahanz Productions. Recorded at: The Stewchia - Los Feliz, CA & The Hit Factory Criteria, Miami, FL. Mixed for Two Chord Music, Inc. Production Coordinators for Pittway Music, Inc., Mike Daddy Unlimited, Inc. & Pettaway Music, Inc.
4 - Recorded at: The Stewchia - Los Feliz, CA
5 - Recorded at: The Stewchia - Los Feliz, CA & Morning View Studios - Malibu, CA
6 - Recorded at: The Stewchia - Los Feliz, CA; Smart Studios, Madison, WI; Sony Studios, NYC; The Record Plant, LA; Osi and Calvin Studios, Washington, DC
7 - Recorded at: Glenwood Studios, Burbank, CA, Henson Studios Hollywood, CA & Metropolis studios, Chiswick, London. Mixed for Two Chord Music, Inc.
8 - Co-Production for Beets & Produce, Inc. Recorded at: The Peas Tour Bus, USA & Metropolis Studios, Chiswick, London. Mixed for Two Chord Music, Inc.
9 - Recorded at: The Stewchia - Los Felix, CA
10 - Recorded at: Daddy's House, NYC & Metropolis Studios - Chiswick, London
11 - Recorded at: The Brothel, Philadelphia, PA and Metropolis Studios - Chiswick, London
12 - Recorded at: The Stewchia - Los Felix, CA
13 - Produced for Beets & Produce, Inc. Co. Recorded at: Metropolis Studios - Chiswick, London. Mixed for Two Chord Music, Inc.
14 - Recorded at: The Stewchia - Los Felix, CA and Amerycan Studios - N. Hollywood, CA
15 - Recorded at: The Stewchia - Los Felix, CA, Berlin, Germany

Publishers:
1 - Contains samples from the composition Misirlou, written by Nicholas Roubanis and published by EMI Grove Park Music (ASCAP), as performed by Dick Dale and his Deltones under license from Dick Dale Enterprises. Copyright (c) 2005 EMI Grove Park Music (ASCAP) / will.i.am Music Inc. (BMI) / Jeepney Music (BMI) / Cherry River Music Co. (BMI) / Avenue XIII (BMI) / Reach Global Songs (BMI), a division of Reach Global, Inc. (BMI) Headphone Junkie Publishing (ASCAP) / EMI Music Publishing, Inc. (ASCAP) Worldwide rights for will.i.am. Music Inc. & Jeepney Music administered by Cherry River Music Co. (BMI) All rights for Avenue XIII administered by Reach Global Songs (BMI) All rights for Headphone Junkie Publishing controlled and administered by EMI Music Publishing Inc. (ASCAP).
2 - Contains an interpolation of I Wonder If I Take You Home written by Full Force and published by Careers-BMG Music (BMI), a division of BMG Music Publishing NA, Inc. and Zomba Enterprises, Inc. (BMI); a sample from 'Ae Naujawan Sab Kuchh Yahan' sung by Asha Bhosle, composed by Kalyanji Anandji, lyrics by Indeewar, from the F.K. International film 'Apradh' (1972), sound recording owned by [l370536], published by Saregama India Ltd. (IRPS) / Saregama PLC; and a sample from Yeh Mera Dil Yaar Ka Diwana sung by Asha Bhosle, composed by Kalyanji Anandji, lyrics by Indeewar, from the film DON, sound recording owned by Saregama India Ltd., published by Saregama India Ltd. (IPRS) / Saregama PLC. Copyright (c) 2005 will.i.am Music Inc. (BMI) / Cherry River Music Co. (BMI) / Printz Polar Publishing (BMI) / Songs of Universal, Inc. (BMI) / El Cubano Music / EMI Blackwood Music Inc. (BMI) / Careers-BMG Music (BMI), a division of BMG Music Publishing NA, Inc. / Zomba Enterprises Inc. (BMI) Saragama PLC / Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI) / All rights for Printz Polar publishing controlled and administered by Songs of Universal, Inc. All rights for El Cubano Music controlled and administered by EMI Blackwood Music Inc. (BMI).
3 - Copyright (c) 2005 will.i.am Music Inc. (BMI), Jeepney Music (BMI), Avenue XIII / Reach Global Songs (BMI), a division of Reach Global, Inc. (BMI) / Tennman Tunes / Zomba Enterprises Inc. (ASCAP) / Virginia Beach Music / Warner Music (ASCAP) / Danjahandz Music (SESAC) / Worldwide rights for will.i.am. Music Inc., Jeepney Music administered by Cherry River Music Co. (BMI) / Worldwide rights for Avenue XIII administered by Reach Global Songs (BMI) / All rights for TennMan Tunes administered by Zomba Enterprises Inc. (ASCAP) / All rights for Virginia Beach Music administered by Warner Music (ASCAP).
4 - Contains a sample of the composition The Ruler's Back written by Ricky Walters, published by Songs of Universal, Inc. (BMI), as recorded by Slick Rick, (P) 1988 The Island Def Jam Music Group, courtesy of The Island Def Jam Music Group under license from Universal Music Enterprises. Copyright (c) 2005 will.i.am Music Inc. (BMI) / Nawasha Networks (BMI) / Jeepney Music (BMI) / Cherry River Music Co. (BMI) Headphone Junkie Publishing (ASCAP) / EMI Music Publishing, Inc. (ASCAP) / Sasha Poco Songs (ASCAP) / Sony ATV Music Publishing (ASCAP) / Songs Of Universal, Inc. (BMI) / Worldwide rights for will.i.am Music Inc. / Nawasha Networks & Jeepney Music administered by Cherry River Music Co. (BMI) / All rights for Headphone Junkie Publishing controlled and administered by EMI Music Publishing Inc. (ASCAP) / All rights for Sasha Poco Songs controlled and administered by Sony / ATV Music (ASCAP)
5 - Contains an interpolation of the composition I Need a Freak written by David Payton and published by Sugar Hill Music Publishing (BMI). Copyright (c) 2005 will.i.am Music Inc. (BMI) / Sugar Hill Music Publishing (BMI) Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI)
6 - Contains a sample of the recording Who Can I Turn To? (When Nobody Needs Me) as performed by Astrud Gilberto. / Courtesy of [l195155] under license from Universal Music Enterprises. Written by: Anthony Newley & Leslie Bricusse / Published by Musical Comedy Productions (BMI) / Copyright (c) 2005 will.i.am Music Inc. (BMI) / Jeepney Music (BMI) / Nawasha Networks (BMI) / Cherry River Music Co. (BMI) / U Betta Like My Muzik (ASCAP) Pennskills music (BMI) / Windswept LLC. (BMI) / Musical Comedy Productions (BMI) / Worldwide rights for will.i.am Music Inc. / Jeepney / Nawasha Networks administered by Cherry River Music Co. (BMI) / All rights for Penskills Music administered by Windswept, LLC (BMI)
7 - Contains an interpolation of the composition Pass the Dutchie written by George Bennett, Benjamin Brown, Lloyd Ferguson, Robert Lyn, Donat Mittoo, Leroy Sibblis & Fitzroy Simpson and published by Helene Blue Musique obo Keep On Kicking Music, Inc. (BMI) and Music Sales Corporation obo The South Florida Music Group (BMI). Copyright (c) 2005 Helene Blue Musique obo Keep On Kicking Music (BMI) / Music Sales Corporation obo The South Florida Music Group (BMI) / will.i.am Music Inc. (BMI) / Jeepney Music Publishing (BMI) / Deez Notes Music (BMI) and Cherry River Music Co. (BMI) / Printz Polar Publishing / Songs Of Universal, Inc. / (BMI) Worldwide rights for will.i.am Music Inc. / Jeepney Music Publishing, and Deez Notes Music administered by Cherry River Music Co. (BMI) / All rights for Printz Polar Publishing controlled and administered by Universal Music / Publishing Inc. (BMI).
8 - Copyright (c) 2005 will.i.am Music Inc. (BMI) / Jeepney Music (BMI) / Cherry River Music Co. (BMI) / Headphone Junkie Publishing (ASCAP) / EMI Music Publishing, Inc. (ASCAP) Worldwide rights for will.i.am Music Inc. & Jeepney Music. administered by Cherry River Music Co. (BMI). All rights for Headphone Junkie Publishing controlled & administered by EMI Music Publishing Inc. (ASCAP).
9 - Contains an interpolation of the composition Gone written by Jack Johnson and published by Bubble Toes Publishing administered by Universal Music Corp. (ASCAP). Copyright (c) 2005 will.i.am Music Inc. (BMI) / Cherry River Music Co. (BMI) / Bubble Toes Publishing / Universal Music Corp (ASCAP). Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI) / All rights for Bubble Toes Publishing administered by Universal Music (ASCAP).
10 - Contains an interpolation of the composition Lets Make It Funky written by Greg Mays & Darryl Barnes and published by Nice & Smooth Music (ASCAP) administered by The Clyde Otis Music Group. Copyright (c) 2005 will.i.am Music Inc. (BMI) / Cherry River Music Co. (BMI) / Geronimo Publishing (BMI) / Intrigue Music, LLC (BMI) / Printz Polar Music (BMI) / Songs of Universal (BMI) / O'Lucky Music (BMI) / Nice & Smooth Music (ASCAP) administered by The Clyde Otis Music Group / Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI) / All rights for Geronimo Publishing administered by Intrigue Music, LLC (BMI) / All rights for Printz Polar Music administered by Songs of Universal (BMI).
11 - Copyright (c) 2005 will.i.am Music Inc. (BMI) / Jeepney Music (BMI) / Cherry River Music Co. (BMI) / Our 315 Music (BMI) / Noize Trip Music (BMI) / Worldwide rights for will.i.am Music Inc. & Jeepney Music. Our 315 Music and Noize Trip Music administered by Cherry River Music Co. (BMI)
12 - Copyright (c) 2005 will.i.am Music Inc. (BMI) & Jeepney Music (BMI). Worldwide rights for will.i.am Music Inc. & Jeepney Music administered by Cherry River Music Co. (BMI)
13 - Contains samples from the composition Candy written by Larry Blackmon and Thomas Jenkins, published by Universal PolyGram International Publishing, Inc. (ASCAP), as recorded by Cameo, (P) 1986 The Island Def Jam Music Group, courtesy of The Island Def Jam Music Group under license from Universal Music Enterprises. Copyright (c) 2005 will.i.am Music Inc. (BMI) / Cherry River Music Co. (BMI) / Printz Polar Publishing (BMI) / Songs Of Universal, Inc. (BMI) / Universal PolyGram International Publishing, Inc. (ASCAP) / Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI) / All rights for Printz Polar Publishing controlled and administered by Universal Music Publishing Inc. (BMI)
14 - Contains samples from the composition All Night Long written by Rick James published by National League Music obo Stone City Music (ASCAP), as recorded by Mary Jane Girls, (P) 1983 Motown Records, a Division of UMG Recordings, courtesy of Motown Records under license from Universal Music Enterprises. Copyright (c) 2005 will.i.am Music Inc. (BMI) / Jeepney Music Publishing (BMI) / Cherry River Music Co. (BMI) / Broke Spoke and Gone Publishing (ASCAP) / National League Music obo Stone City Music (ASCAP) / Worldwide rights for will.i.am Music Inc. / Jeepney Music Publishing administered by Cherry River Music Co. (BMI)
15 - Contains an interpolation of Englishman In New York, written & composed by Sting and published by G.M. Sumner (PRS) / EMI Blackwood Music Inc. (BMI). Copyright (c) 2005 will.i.am Music Inc. (BMI) / Jeepney Music (BMI) / EMI-Blackwood Music, Inc. obo G.M. Sumner (PRS) / El Cubano Music / EMI Blackwood Music Inc. (BMI) / Worldwide rights for will.i.am Music Inc. administered by Cherry River Music Co. (BMI) Worldwide rights for GM Sumner controlled & administered by EMI Blackwood Music Inc. (BMI) / All rights for El Cubano Music controlled & administered by EMI Blackwood Music Inc. (BMI)

Justin Timberlake appears courtesy of [l118046] / [l118292]
Q-Tip appears courtesy of [l22532] / [l61002]
Talib Kweli courtesy of [l1228008]
Sting appear courtesy of [l904]

℗© 2005 Interscope Records
Barcode: 6 02498 80480 3 (Text)
Barcode: 602498804803 (Scanned)
Rights Society: ASCAP
Rights Society: BMI
Rights Society: IRPS
Rights Society: SESAC
Matrix / Runout: B00 043 4102 01% (Variant 1)
Matrix / Runout: B00 043 4102 06% FS [UNIVERSAL logo] (Variant 2)
Matrix / Runout: B00 043 4102 02$ DY [UNIVERSAL logo] (Variant 3)
Matrix / Runout: B00 043 4102 02$ N [UNIVERSAL logo] (Variant 4)
Matrix / Runout: B00 043 4102 02$ CD [UNIVERSAL logo] (Variant 5)
Matrix / Runout: B00 043 4102 01% AB [UNIVERSAL logo] (Variant 6)
Matrix / Runout: B00 043 4102 06% FG [UNIVERSAL logo] (Variant 7)
Matrix / Runout: B00 043 4102 01% R [UNIVERSAL logo] (Variant 8)
Matrix / Runout: B00 043 4102 02$ BM [UNIVERSAL logo] (Variant 9)
Matrix / Runout: B00 043 4102 02$ DN [UNIVERSAL logo] (Variant 10)
Mastering SID Code: IFPI L007 (Variants 1, 2, 6, 7, 8)
Mastering SID Code: IFPI L009 (Variants 3, 4, 5, 9, 10)
Mould SID Code: IFPI 0325 (Variant 1)
Mould SID Code: IFPI 0371 (Variant 2)
Mould SID Code: IFPI 0390 (Variant 3)
Mould SID Code: IFPI 0399 (Variant 4)
Mould SID Code: IFPI 0389 (Variant 5)
Mould SID Code: IFPI 0319 (Variants 6, 9)
Mould SID Code: IFPI 0323 (Variant 7)
Mould SID Code: IFPI 0334 (Variant 8)
Mould SID Code: IFPI 0356 (Variant 10)
Barcode: B000434102 (Variant 10, Matrix area, Code 39)
Other: MADE IN USA BY EDC (Mould)
Other: MADE IN USA BY UML (Variants 3 to 7, 9, Mould)
Other: MADE IN USA (Variant 10, Mould)
Other: B0004341-02BK02 (Variant 2, Booklet cat #)
Other: B0004341-02 (Variants 5, 10, Booklet cat #)