a&r Jay Brown
a&r [a&r administration] Craig Rosen
a&r [a&r administration] Michelle Goldberg
a&r [a&r coordinator] Gail Hansen
a&r [a&r coordinator] Rita Berger
a&r [a&r coordinator] Violator Management
administrator [goldmind administrator] Patricia Elliott
art direction [atlantic art producer] Andrew Zach
art direction, design Anita Marisa Boriboon
booking [booking agent] Violator Management
executive-producer Missy Elliott
executive-producer [co-executive producer] Charlene Keys
hair Annette Coleman
hair Karlee Artists.com
hair Neeko
legal Felcher & Freifeld, LLP
legal Scott Felcher
make-up Jump
make-up Lucky
management Mona Scott
management Violator Management
management [day to day] Claudine Joseph
management [day to day] Violator Management
mastered by Herb Powers Jr.
photography by [additional package photos] Arnold Turner
photography by [cover photo] Antti Jokinen
photography by [photographer] Mark Liddell
product manager Joi Brown
stylist Lisa Michelle Boyd
stylist [assistant] Joshua Mittleman
Glass Mastered At Cinram, Olyphant, PA
Record Company Warner Music Group
Record Company Capitol Records, Inc.
Record Company UMG Recordings, Inc.
Copyright (c) Atlantic Recording Corporation
Copyright (c) WEA International Inc.
Phonographic Copyright (p) Atlantic Recording Corporation
Phonographic Copyright (p) WEA International Inc.
Phonographic Copyright (p) Motown Records
Phonographic Copyright (p) Universal Records
Licensed From Capitol Records
Licensed From Sony Music
Licensed From Sony BMG Music Entertainment
Licensed From Reprise Records
Licensed From Motown Records
Licensed From Universal Records
Licensed Through Warner Strategic Marketing
Licensed Through Universal Music Enterprises
Published By Fo Shawna Productions
Published By Mass Confusion
Published By WB Music Corp.
Published By Craigman Music
Published By Dreamworks Songs
Published By Kwametheboygenius Music
Published By Almo Music
Published By George Simon Music Co.
Published By Jobete Music, Inc.
Published By FCG Music
Published By MGIII Music
Published By NMG Music
Published By Nisan's Music
Published By Universal Publishing
Published By C Sun Music
Published By Wet Ink Red Music Inc.
Published By Rell South Music
Published By Warner-Chappell Publishing Corp.
Published By Conjunction Music
Published By EMI April
Published By EMI Mills Music Inc.
Published By Songs Of Peer, Ltd.
Published By Bob James Music
Published By Addax Music Company
Published By Street Lyrics Publishing
Published By Uncle Bobby Music
Published By EMI Blackwood Music Inc.
Published By Bug Music
Published By Bugaloo Music
Published By Cabbage Alley Music
Published By Black Soul Connection
Published By MC III Publishing
Published By Talpa
Published By Virginia Beach Music
Published By Warner/Chappell
Published By GAB Music Inc.
Published By US Music & Media
Published By JD Music Music
Published By Stacey & Brothers Publishing
Published By Third Tier Music
Published By Intersong USA, Inc.
Published By Mandrill Music Publishing
Published By Third Tier Music LLC
Published By Music Of USA Network LLC
Published By Plunk Songs
Published By McGhee Entertainment (2)
Recorded At The Hit Factory Criteria
Recorded At Audio Vision Studios
Recorded At Universal Publishing Studios
Recorded At Quad Recording Studios
Recorded At Conjunction Studio
Recorded At Studio City Sound
Mixed At The Hit Factory Criteria
Mixed At Conjunction Studio
Mixed At The Hit Factory
Mastered At Hit Factory Mastering
Produced For New Every Morning Music
Produced For Hitclub Entertainment
Produced For Mass Confusion Productions, Inc.
Produced For The Beat Factory (3)
Produced For Fo Shawna Productions
Produced For NCS Entertainment (2)
Produced For Bad Boy Management
Produced For CKB Music
Produced For Conjunction Productions
Produced For Soul Diggaz Productions
Produced For Goldmind (3)
Track 1 produced for New Every Morning Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 2 produced for Mass Confusion Productions, Inc.and for The Beat Factory. Publishing by Mass Confusion Music / WB Music Corp. (ASCAP) / Kwametheboygenius Music / Almo Music (BMI) / George Simon Music Co. (BMI) / Jobete Music Inc. / FCG Music / MGIII Music / NMG Music (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL and Audiovision, Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. Excerpts from “Lost April” performed by Nat King Cole used under license from Capitol Records, a division of Capitol Records, Inc. Contains a sample of “Lost April”, used courtesy of Geroge Simon Music Co. (BMI). “If This World Were Mine” performed by Luther Vandross courtesy of Sony Music. This composition embodies portions of “If This World Were Mine”, published by Jobete Music Inc. / FCG Music / MGIII Music / NMG Music. Missy Elliott appears courtesy of Goldmind, Inc. / Elektra Entertainment Group, Inc.

Track 3 produced for Foshawna Productions. Co-produced for NCS Entertainment / Bad Boy Management, for New Every Morning Music / Hitclub Entertainment and for C.K.B. Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / C Sun (ASCAP) / Wet Ink Red Music Inc. (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL and Universal Publishing Studios, L.A., CA. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 4 produced for Conjunction Productions. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Rell South Music (ASCAP) / Warner-Chappell Publishing Corp. / Conjunction Music / EMI April (ASCAP). Recorded at Quad Studios, NY, Conjunction Studio L.A., CA and The Hit Factory (Criteria), Miami, FL. Mixed at Conjunction Studio L.A., CA. Rell appears courtesy of Goldmind, Inc. / Elektra Entertainment Group

Track 5 produced for Mass Confusion Productions, Inc. and for Soul Diggaz Productions for Goldmind. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / EMI Mills Music, Inc. / Songs Of Peer Ltd. (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL and Audiovision, Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. “Stardust” by Louis Armstrong courtesy of Sony BMG Music Entertainment. This composition embodies portions of “Stardust”, published by EMI Mills Music, Inc. / Songs Of Peer Ltd. (ASCAP).

Track 6 produced for NCS Entertainment / Bad Boy Management and for New Every Morning Music / Hitclub Entertainment. Publishing by Bob James Music / Addax Music Company (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. Contains material from “Angela (Taxi Theme)”, published by Bob James Music / Addax Music Company.

Track 7 produced for Mass Confusion Productions, Inc., for New Every Morning Music / Hitclub Entertainment and for C.K.B. Music / Hitclub Entertainment. Publishing by Mass Confusion Music / WB Music Corp. (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / C Sun (ASCAP) / Wet Ink Red Music Inc. (ASCAP) Recorded at The Hit Factory (Criteria), Miami, FL. Drum programming for Mass Confusion Productions, Inc. Mixed at The Hit Factory (Criteria), Miami, FL. Missy Elliott appears courtesy of Goldmind, Inc. / Elektra Entertainment Group, Inc.

Track 8 produced for Mass Confusion Productions, Inc., for NCS Entertainment / Bad Boy Management and New Every Morning Music / Hitclub Entertainment. Publishing by Mass Confusion Music / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / Street Lyrics Publishing / Mass Confusion / WB Music Corp. (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL and Audiovision, Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 9 produced for Mass Confusion Productions, Inc. and for Soul Diggaz Productions for Goldmind. Publishing by Mass Confusion Music / WB Music Corp. (ASCAP) / Uncle Bobby's Music / EMI Blackwood Music, Inc. (BMI) / Bug Music (BMI) / Bugaloo Music (BMI) / Cabbage Alley Music (BMI). Recorded at The Hit Factory (Criteria), Miami, FL and Audiovision, Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. Featuring samples from The Meters recording Hey Pocky Away, produced under license from Reprise Records, by arrangement with Warner Strategic Marketing. Contains a sample of Hey Pocky Away, used courtesy of Bug Music / Bugaloo Music (BMI) / Cabbage Alley Music (BMI).

Track 10 produced for NCS Entertainment / Bad Boy Management and for New Every Morning Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP). Recorded at The Hit Factory (Criteria), Miami, Fl. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 11 produced for NCS Entertainment / Bad Boy Management, for New Every Morning Music / Hitclub Entertainment and for C.K.B. Music/ Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / C Sun (ASCAP) / Wet Ink Red Music Inc. (ASCAP) / Black Soul Connection (BMI) / Wet Ink Blue Music Inc. (BMI). Recorded at The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 12 produced for C.K.B. Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / MC III Publishing / Talpa (ASCAP) / C Sun / Wet Ink Red (ASCAP) / Black Soul Connection (BMI). Recorded at The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 13 produced for Mass Confusion Productions, Inc., for Timbaland Productions, Inc., for NCS Entertainment / Bad Boy Management and for C.K.B. Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Street Lyrics Publishing / Mass Confusion / WB Music Corp. (ASCAP) / Virginia Beach Music / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / C Sun (ASCAP) / Wet Ink Red Music Inc. / Street Lyrics Publishing (ASCAP) admin. through Warner-Chappell/ Mass Confusion. Recorded at The Hit Factory (Criteria), Miami, FL and Audiovision, Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL.

Track 14 produced for NCS Entertainment / Bad Boy Management and for New Every Morning Music / Hitclub Entertainment. Publishing by Foshawna Productions / Mass Confusion / WB Music Corp. (ASCAP) / Nisan's Music / Universal Publishing (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / GAB Music Inc. (ASCAP). Recorded at Universal Publishing Studios, L.A., CA and The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. This track contains a sample of the recording Intimate Friends as performed by Eddie Kendricks ℗ 1977 Motown Records, a division of UMG Recordings, Inc., courtesy of Motown Records, under license from Universal Music Enterprises. Intimate Friends used courtesy of GAB Music Inc. (ASCAP).

Track 15.1 produced for Mass Confusion Productions, Inc. Co-produced for The Beat Factory and for New Every Morning Music / Hitclub Entertainment. Publishing by Mass Confusion Music / WB Music Corp. (ASCAP) / Craigman Music / Dreamworks Songs (ASCAP) / Kwametheboygenius Music / Almo Music (BMI) / US Music & Media / JD Music Music (ASCAP) / Stacey And Brothers Publishing (ASCAP) / Third Tier Music LLC (BMI) / Intersong-USA Inc. (ASCAP) / Mandrill Music Publishing (ASCAP). Recorded at The Hit Factory (Criteria), Miami, FL. Mixed at The Hit Factory (Criteria), Miami, FL. Contains an interpolation of [m=165772] used courtesy of US Music & Media / Stacey and Brothers Publishing / Third Tier Music LLC. Contains elements of “[m=377883]” published by Intersong-USA Inc. (ASCAP) / Mandrill Music Publishing (ASCAP), all rights administered by Intersong-USA Inc. (ASCAP). Contains a sample of the recording “[m=377883]” as performed by Mandrill ℗ 1973 Universal Records, a division of UMG Recordings, Inc. Courtesy of Universal Records under license from Universal Music Enterprises.

Track 15.3 publishing by Music of USA Network LLC (BMI) / Plunksongs / McGhee Entertainment (BMI). Recorded at Studio City Sound, Studio City, CA. Mixed at The Hit Factory, New York, NY. Additional percussion for Mass Confusion Productions, Inc.

Executive produced for Mass Confusion Productions, Inc.

Mastered for P.M. Entertainment at Hit Factory Mastering, NY.

On inlay:
Atlantic Recording Corporation, a Warner Music Group company. ℗© 2005 Atlantic Recording Corporation for the United States and WEA International Inc. for the world outside of the United States. Printed in U.S.A.

On insert:
© 2005 Atlantic Recording Corporation for the United States and WEA International Inc. for the world outside of the United States. Printed in U.S.A.

On disc:
℗ 2005 Atlantic Recording Corporation for the United States and WEA International Inc. for the world outside of the United States. A Warner Music Group company. Made in U.S.A.

The release is housed in a standard jewel case with a double-sided, four-panel foldout front insert and rear inlay.

Track 15-2 is listed on the artwork as a Hidden Bonus Track and is noted as being from the USA Network original series, Kojak, starring Ving Rhames. Total duration for track 15 is 9:09.
Barcode: 0 7559-62872-2 7
Barcode: 075596287227
Matrix / Runout: Z39405 3 62872-2 02 M1S6
Mastering SID Code: IFPI L909
Mould SID Code: IFPI 2U4E