A1. “Alone at Night” (4:35)
A2. “Never Satisfied” (3:51)
A3. “Amazon” (5:40)
A4. “Now That Your Joystick’s Broke” (2:48)
A5. “Sunday Morning Here With You” (4:33)
B1. “Never Say Die” (3:26)
B2. “Rainy Night in Tokyo” (4:42)
B3. “Tell Me All About It” (4:31)
B4. “When Sly Calls (Don’t Touch That Phone)” (5:22)
B5. “How the Garden Grows” (3:37)
Michael Franks – vocals
Randy Brecker – trumpet, flugelhorn
Toots Thielemans – harmonica
Gloria Agostini – harp
Rob Mounsey – keyboards
Pat Rebillot – piano
Hiram Bullock – guitar
Jeff Mironov – guitar
John Tropea – guitar
Neil Jason – bass
Will Lee – bass
Homer Mensch – bass
John Miller – bass
Steve Gadd – drums
Chris Parker – drums
Sue Evans – percussion
Backing vocals – Kacey Cisyk, Will Lee, Lesley Miller, Hamish Stuart, Astrud Gilberto
Cello – Jonathan Abramowitz, Warren Lash, Charles McCracken
Viola – Lamar Alsop, Judy Geist, Theodore Israel, Emanuel Vardi
Violin – Elena Barere, Lew Eley, Barry Finclair, Regis Iandiorio, Charles Libove, Jan Mullen, John Pintavalle, Matthew Raimondi, Richard Sortomme, Gerald Tarack
Producer – Rob Mounsey
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