Backing Vocals [Background Vocals] – Jacques Kennedy, Ricky Bell, Ronnie DeVoeEngineer [Assistant Recording Engineer] – John SchmitProducer – Chris Stokes, Cyrus Melchor, Jacques Kennedy, Louie Carr, Jr.Rap – Louie Carr, Jr.Recorded By, Mixed By – Warren WoodsWritten-By – Chris Stokes, Cyrus Melchor, Jacques Kennedy, Louie Carr, Jr., Michael Bivins, Ricky Bell, Ronnie DeVoeWritten-By ["Sir Nose D Voidoffunk Pay Attention" Sample Written By] – Bernie Worrell, Bootsy Collins, George Clinton, Jr.*
3:17
2
Above The Rim
Engineer [Assistant Recording Engineer] – Dave Betancourt*, John Schmit, Rick NormanEngineer [Second Assistant Engineer] – Kenny OchoaMixed By – Jean-Marie HorvatProducer – Rico AndersonRecorded By – Jean-Marie Horvat, Warren WoodsWritten-By – Mark Wilson , Michael Bivins, Ricky Bell, Rico Anderson, Ronnie DeVoeWritten-By ["Blind Alley" Sample Written By] – David Porter
3:37
3
Lovely
Co-producer – Jacques Kennedy, Louie Carr, Jr.Engineer [Assistant Recording Engineer] – Jacques KennedyProducer – Carl BourellyRecorded By, Mixed By – Warren WoodsWritten-By – Carl Bourelly, Jacques Kennedy, Louie Carr, Jr., Mark Wilson , Michael Bivins, Ricky Bell, Ronnie DeVoe, Shonda CrableWritten-By ["Funky President" And "My Thang" Samples Written By] – James BrownWritten-By ["Keep On Movin'" Sample Written By] – Bereford Romeo*
3:52
4
Ghetto Booty
Engineer [Assistant Recording Engineer] – John Schmit, Manny Marroquin, Rick NormanMixed By – Jean-Marie HorvatProducer, Written-By – Rico AndersonRecorded By – Warren WoodsWritten-By ["I Got A Thing, You Got A Thing, Everybody Got A Thing" Sample Written By] – Clarence Haskins*
3:52
5
Hootie Mack
Backing Vocals [Background Vocals] – Jacques Kennedy, Ricky BellBass Guitar – Mark Bell Engineer [Assistant Recording Engineer] – John SchmitProducer – Jacques Kennedy, Kelo, Louie Carr, Jr.Recorded By, Mixed By – Warren WoodsVoice [Spoken Vocals] – Louie Carr, Jr.Written-By – Jacques Kennedy, Kenyatta "Kelo" Williams*, Louie Carr, Jr., Michael Bivins, Ricky Bell, Ronnie DeVoeWritten-By ["Save Their Souls" Sample Written By] – Hamilton Bohannon
4:08
6
From The Back
Backing Vocals [Background Vocals] – Richard Wolf, Ricky BellBass – Chris BruceDrums, Programmed By – Bret (Epic) Mazur*Keyboards, Guitar, Arranged By [Vocal Arrangement] – Richard WolfMixed By – Ken KessieProducer, Recorded By – Wolf & EpicWritten-By – Bret Mazur, Michael Bivins, Richard Wolf, Ricky Bell, Ronnie DeVoe, Shonda Crable
3:52
7
Show Me The Way
Engineer [Assistant Recording Engineer] – John Schmit, Manny Marroquin, Rick NormanProducer – Anthony Velasquez, Jay WrightRecorded By, Mixed By – Warren WoodsWritten-By – Anthony Velasquez, Jay Wright, Michael Bivins, Ricky Bell, Ronnie DeVoeWritten-By ["Cool & Funky" Sample Written By] – Ronny Jordan
3:44
8
The Situation
Backing Vocals [Background Vocals] – Mark Bell , Ricky BellBass Guitar – Mark Bell Engineer [Assistant Recording Engineer] – Rick NormanProducer – Kenyatta "Kelo" Williams*Recorded By, Mixed By – Warren WoodsWritten-By – Kenyatta "Kelo" Williams*, Michael Bivins, Ricky Bell, Ronnie DeVoe, Shonda Crable, Taina Monges
5:34
9
Something In Your Eyes
Backing Vocals [Background Vocals] – Babyface, Ricky BellInstruments [All Instruments] – L.A. Reid And Babyface*Mixed By – Dave WayProducer – Daryl Simmons, L.A. Reid, Babyface*Recorded By – Blake Eiseman, Jim "Z" Zumpano*, John Frye, Thom KiddWritten-By – Kenneth Edmonds
Backing Vocals [Background Vocals] – Corey Jerry, Fatin Dantzler, Walley Generette, Jr.Bass Guitar – Mark Bell Producer, Written-By – Fatin Dantzler, Lionel CavinessRecorded By, Mixed By – Mike Tarsia*
5:27
Companies, etc.
Phonographic Copyright (p)
–
MCA Records, Inc.
Copyright (c)
–
MCA Records, Inc.
Licensed From
–
Fantasy, Inc.
Licensed From
–
Sony Music
Licensed From
–
Def Jam Recordings Inc.
Licensed From
–
Polygram Special Markets
Licensed From
–
Music Of Life
Licensed From
–
JMJ
Licensed From
–
Island Music
Licensed From
–
ILM Productions Inc
Record Company
–
PolyGram Group Distribution, Inc.
Manufactured By
–
MCA Records Canada
Distributed By
–
MCA Records Canada
Pressed By
–
Cinram
–
#930612EE
Produced For
–
Teaspoon Productions
Produced For
–
Biv Entertainment
Produced For
–
Mental Productions
Produced For
–
Peace Productions
Produced For
–
LaFace Inc.
Recorded At
–
The Enterprise
Recorded At
–
Encore Studios
Recorded At
–
Devonshire Studios
Recorded At
–
Cherokee Studios
Recorded At
–
Red Chamber Studios
Recorded At
–
Studio LaCoCo
Recorded At
–
Doppler Studios
Recorded At
–
Sigma Sound Studios
Mixed At
–
The Enterprise
Mixed At
–
Encore Studios
Mixed At
–
Devonshire Studios
Mixed At
–
Cherokee Studios
Mixed At
–
Conway Studios
Mixed At
–
Studio LaCoCo
Mixed At
–
Sigma Sound Studios
Mastered At
–
The Hit Factory
Published By
–
Rubber Band Music, Inc.
Published By
–
Irving Music, Inc.
Published By
–
EMI Virgin Music, Inc.
Published By
–
Jazzie B. Music
Published By
–
Bridgeport Music, Inc.
Published By
–
Bohannon Ponteverda Music
Credits
Art Direction
–
Jeanne Bradshaw,
Vartan
Co-producer
–
Michael Bivins,
Ricky Bell,
Ronnie DeVoe
Design
–
Jeanne Bradshaw
Executive-Producer
–
Hiriam Hicks
Management
–
Hiriam Management
Mastered By
–
Herb Powell*
Other [Hair]
–
Anthony (Big Ant.) Velasquez*
Other [Make-up]
–
Natasha
Photography By
–
David Roth ,
Gherhard Yurkovic*
Notes
Track 1 produced for Teaspoon Productions. Recorded and mixed at The Enterprise Recording Studio, Burbank, CA. Contains samples from "Sir Nose D Voidoffunk Pay Attention", published by Rubber Band Music, Inc. (and as designated by co-publishers).
Track 2 produced for Biv Entertainment. Recorded at The Enterprise Recording Studio, Burbank, CA and at Encore Recording Studio, Burbank, CA. Mixed at Encore Recording Studio, Burbank, CA. Contains a sample from "Blind Alley" as performed by The Emotions, published by Irving Music, Inc. (BMI), under license from Fantasy Inc.
Track 3 recorded and mixed at Devonshire Productions, N. Hollywood, CA and Cherokee Recording Studios, Los Angeles, CA. Contains samples from "Rampage" by EPMD, used courtesy of Sony Music / Def Jam Recordings, Inc.; "Keep On Movin", published by EMI Virgin Music, Inc. / Jazzie B Music; and "Funky President" and "My Thang", sampled under license from PolyGram Special Markets, a division of PolyGram Group Distribution, Inc.
Track 4 produced for Biv Entertainment. Recorded at Cherokee Recording Studios, Los Angeles, CA. Mixed at The Enterprise Recording Studio, Burbank, CA. Contains a sample from "I Got A Thing, You Got A Thing, Everybody Got A Thing", [published by] Bridgeport Music Inc. (BMI) and "Big Ol Butt" by LL Cool J, used courtesy of Sony Music / Def Jam Recording, Inc.
Track 5 produced for Mental Productions. Recorded and mixed at The Enterprise Recording Studio, Burbank, CA. Contains a sample from "Save Their Souls", performed by Bohannon, [published by] Bohannon Ponteverda Music (ASCAP).
Track 6 produced for Peace Productions. Recorded at Red Chamber Studios, Sherman Oaks, CA. Mixed at Conway Recording Studios, Los Angeles, CA. Contains a sample from "Nuff Nooky" as performed by Simon Harris, under license from Music Of Life.
Track 7 produced for Biv Entertainment. Recorded and mixed at The Enterprise Recording Studio, Burbank, CA. Contains a sample from "Precious Girl" [by] Famlee, under license from JMJ. Contains a sample from "Cool & Funky", under license from Island Music.
Track 8 produced for Mental Productions. Recorded and mixed at The Enterprise Recording Studio, Burbank, CA. Contains a sample from "We've Only Just Begun, [performed by] O'Donel Levy, under license from ILM Productions, Inc.
Track 9 produced for LaFace Inc. Recorded at Studio LaCoCo, Atlanta, GA and Doppler Recording Studios, Atlanta, GA. Mixed at Studio LaCoCo, Atlanta, GA.
Track 10 produced for Mental Productions. Recorded and mixed at Sigma Sound Services, Philadelphia, PA and Encore Studios, Burbank, CA.
Track 11 produced for Mental Productions. Recorded and mixed at Encore Studios, Burbank, CA and Sigma Sound Services, Philadelphia, PA.