Justin Timberlake - FutureSex/LoveSounds (2006)

1. FutureSex/LoveSound

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Mixed by Jimmy Douglass & Timbaland at the Hit Factory Criteria, Miami, FL
Keys: Nate Hills
Drums: Nate Hills & Timbaland
Guitar: Paul Blake
Background Vocals: Justin Timberlake

2. Sexyback (featuring Timbaland)

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Guitar: Bill Pettaway
Bass: Darryl Pearson
Vocals: Justin Timberlake & Timbaland

3. Sexy Ladies / Let Me Talk To You Prelude

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Bass: Darryl Pearson
Background Vocals: Justin Timberlake & Timbaland

4. My Love (featuring T.I.)

(J. Timberlake/T. Mosley/N. Hills/C.J. Harris)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)/Warner-Tamerlane Publishing Corp./Crown Club Publishing (All Rights O/B/O Itself and Crown Club Publishing Adm. by Warner-Tamerlane Publishing Corp.) (BMI)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass & Ethan Willoughby at Thomas Crown Studio, Virginia Beach, VA & Conway Studios, Hollywood, CA
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Bass: Darryl Pearson
Additional Vocals: T.I.
Background Vocals: Justin Timberlake & Timbaland

5. Love Stoned / I Think She Knows Interlude


(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Strings Recorded by Jeff Chestek at The Studio, Philadelphia, PA
Assisted by John Stahl
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Guitar: Justin Timberlake
Beatbox : Timbaland
Additional Beatbox: Justin Timberlake
Strings arranged and conducted by Larry Gold
Violins: Emma Kummrow, Igor Szwec, Charles Parker Jr. & Gloria Justin
Viola: David Barnett
Cello: Jenny D'Lorenzo

6. What Goes Around... / ...Comes Around Interlude

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Strings Recorded by Jeff Chestek at The Studio, Philadelphia, PA
Assisted by John Stahl
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Strings arranged and conducted by Larry Gold
Violins: Emma Kummrow, Igor Szwec, Charles Parker Jr. & Gloria Justin
Viola: Davis Barnett
Cello: Jenny D'Lorenzo

7. Chop Me Up (featuring Timbaland and Three 6 Mafia)

(J. Timberlake/T. Mosley/N. Hills/J. Houston/P. Beauregard)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)/Tennis Publishing LLC (Adm. by Music Resources, Inc.) (BMI)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass & Ethan Willoughby at Thomas Crown Studio, Virginia Beach, VA & Conway Studios, Hollywood, CA
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Additional Vocals: Timbaland & Three 6 Mafia

8. Damn Girl (featuring Will.I.Am)

(J. Timberlake/W. Adams/J.C. Davis)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.) (ASCAP)/Will.I.Am Publishing/Cherry River Music Co. (BMI)/J.C. Davis and Yolo Boy (ASCAP)

Produced by Jawbreakers
Recorded by Padraic Kerin at Encore Studios, Burbank, CA
Assistant Recording Engineers: Scott Elgin & Rob Montes
Mixed by Serban Ghenea at Mixstar Studios, Virginia Beach, VA
Additional Protools Engineer: John Hanes
Bass: Caleb Speir
Keys: Will.I.Am
Drum Programming: Will.I.Am

Contains a sample from "A New Day (Is Here At Last)" written by J.C. Davis, as performed by J.C. Davis, published by J.C. Davis and Yolo Boy (ASCAP). Used ourtesy of J.C. Davis under license to Cali-Ten Records.

9. Summer Love / Set The Mood Prelude

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland, Danja & Justin Timberlake
Drums: Timbaland & Danja
Background Vocals: Justin Timberlake

10. Until The End Of Time

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Strings Recorded by Kaliq Glover at Capitol Recording Studios, Hollywood, CA
Pro-tools Engineer: Lisa Hampton
Additional Engineering: Ethan Willoughby
Technical Director: Dave Hampton
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Background Vocals: Justin Timberlake
Strings arranged and conducted by Benjamin Wright
The Benjamin Wright Orchestra Contractor : Mark Cargill
Violins: Mark Cargill, Concertmaster, Songa Lee-Kitto, Charlie Bisharat, Yvette Devereaux, Phillipa "Pip" Clarke, Richard Adkins, Susan Chatman, Brian Benning, Kathleen Robertson, Marisa McLeod, Pam Gates, Mari Tsumari

Basses: Kevin Brandon, Ida Bodin
Flutes: Valarie King, Jeff Clayton
Trumpets: James Ford , Salvator Cracchiolo
Violas: Patrick Morgan, Jimbo Ross, Cameron Patrick , Michele Nardonecelli, Ernie Ehrhardt, Nancy Stein-Ross, Giovana Moraga, Peggy Baldwin

11. Losing My Way

(J. Timberlake/T. Mosley/N. Hills)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.)/WB Music Corp./Virginia Beach Music (All Rights O/B/O Itself and Virginia Beach Music Adm. by WB Music Corp.) (ASCAP)/W.B.M. Music Corp./Danjahandz Musik (All Rights O/B/O Itself and Danjahandz Musik Adm. by W.B.M. Music Corp.) (SESAC)

Produced by Timbaland, Justin Timberlake & Nate (Danja) Hills
Recorded by Jimmy Douglass at Thomas Crown Studio, Virginia Beach, VA
Strings Recorded by Jeff Chestek at The Studio, Philadelphia, PA
Assisted by John Stahl
Mixed by Jimmy Douglass & Timbaland at Thomas Crown Studio, Virginia Beach, VA
Keys: Timbaland & Danja
Drums: Timbaland & Danja
Strings arranged and conducted by Larry Gold
Violins: Emma Kummrow, Igor Szwec, Charles Parker Jr. & Gloria Justin
Viola: Davis Barnett
Cello: Jenny D'Lorenzo
Choir: Hezekiah Walker and The Love Fellowship Choir
Choir arranged and directed by Craig Wiggins & Justin Timberlake
Narrator: Hezekiah Walker
Choir : Oresa Napper, Heather Covington, Marry Colywmore, Renee Smith, Adrienne Banks, Hope Lawrence, Imani Welch, Ty Ann Brown, Roni "Susu" Bobien, Melinda Michelle, Robert James, Thomas Warren, Tyron Pollard & Ahmed Wallack
Choir Contractor : Roudy Michel

12. (Another Song) All Over Again

(J. Timberlake/M. Morris)

Zomba Enterprises Inc./Tennman Tunes (All Rights For The World O/B/O Tennman Tunes Adm. by Zomba Enterprises Inc.) (ASCAP)/Mass Transit Music (BMI)

Produced by Rick Rubin
Recorded by Jason Lader at Arch Angel Studios, Los Angeles, CA; The Document Room, Malibu, CA and Akadesh Mathematique of Philosophichal Sound Research, Los Angeles, CA
Additional Recording by Dana Nielson
Assisted bt Phillip Broussard
Mixed by Andrew Scheps at Bay 7 Studios, Valley Village, CA
Bass: Melvin Dunlap
Organ: Clarence McDonald
Piano: Justin Timberlake
Guitar: Benorce Blackmon and Smokey Hormel
Drums: James Gadson
Percussion: Lenny Castro
Strings Arrangement: David Campbell
Cello: Suzie Katayama & Timoty Landauer
Violin: Mario De Leon, Natalie Leggett, Jennifer Levin , Michele Richards, Tereza Stanislav, Josefina Vergara and John Wittenberg
Viola: Matt Funes, Andrew Duckles and Darin McCann
Production Coordinator for Rick Rubin: Lindsay Chase



Executive Producer: Justin Timberlake

Mastered by Herb Powers Jr. for PM Entertainment
Assisted by Ricardo Gutierrez

Timbaland appears courtesy of Blackground Records LLC
T.I. appears courtesy of Atlantic Recording Corporation
Three 6 Mafia appears courtesy of Sony Urban/Columbia Records
Will.I.Am appears courtesy of A&M Records
Hezekiah Walker and The Love Fellowship Choir appear courtesy of Verity Records
A&R: Venus Brown for Buddah Brown Entertainment, Inc.

Management: Johnny Wright for Wright Entertainment Group, Paul & Lynn Harless for Just-In-Time Entertainment Inc.
A&R Administration: Nancy Roof
Production Coordinator : Stephanie Cooper Willoughby for Buddah Brown Entertainment, Inc.
Sample Clearance: David Schmidt & Kobie "The Quarterback" Brown
Legal Representation: Gary Stiffelman (Zippern, Brittenham, Branca, Fischer, Gilbert-Lurie, Stiffelman, Cook, Johnson, Lande & Wolf LLP)
Business Management: Barry Klarberg, Helen Burnett of Ward, Inc.

Lil' Kim - The Notorious KIM (2000)

1. LIL' DRUMMER BOY (feat. Cee-Lo of Goodie Mob & Redman)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/T. Burton; For God Given Music (BMI)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)/R. Noble; Funky Noble Productions (ASCAP)

Produced by: Sean "Puffy" Combs for Bad Boy Entertainment, Inc. & Mario "Yellowman" Winans for Yellowcity Entertainment/Bad Boy Entertainment, Inc.

Recorded at: Purple Dragon Recording Studios, Altanta, GA & Daddy's House Recording Studios, NYC
Recorded by: Caram Costanzo & Ed Raso
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Ed Raso

2. CUSTOM MADE (GIVE IT TO YOU)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner Tamerlane (BMI)/N. Loftin, NeJe; SESAC/D. Glogower; Big Blast (ASCAP)/L. Marvin Burns; Seven More Days Music (ASCAP)

Produced by: Fury for New Jeru Entertainment
Co-Produced by: Daniel Glogower for New Jeru Entertainment
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Ed Raso
Mixed by: Axel Nielhaus
Mixed at: Sound On Sound

Contains a sample of "French Kiss" performed by Lil Louis
Courtesy of Sony Music Entertainment for the U.S. and Canada. Courtesy of Universal Special Markets for the rest of the world.

3. WHO'S NUMBER ONE?
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/R. Frierson; EMI Blackwood/R. Frierson Pub. (BMI)/F. Wilson, A. Poree , L. Caston; Stone Diamond Music crop. (BMI)

Produced by: Richard "Younglord" Frierson for the 1080 Corporation/Bad Boy Entertainment, Inc. & Jerome "Knowbody" Foster for 12 Nations, Inc.
Recorded at: Sound On Sound, Compass Point, Bahamas
Recorded by: Stephen Dent & Tony Masserati
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Prince Charles Alexander

Contains a sample of "Keep On Trucking" by E. Kendricks
Courtesy of Universal Music Special Markets

Additional Vocals by: Puff Daddy
Scratches by: Marc Pfafflin

4 . SUCK MY D**K
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/R. Salas; Underated Music (BMI)/Combs, Donalds, Glover Morgan, Murdock, Thompson, Troutman, Troutman, Wallace; Distant Beats Music/Ninth Street Tunnel Music/Saja Music/Songs of Lastrada/Sony/ATV Songs (BMI)/EMI April Music (ASCAP)

Produced by: RATED R & Mas for 1st Team Productions
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent
Mixed by: Stephen Dent
Mixed at: Daddy's House Recording Studios, NYC
Additional vocals by: Mr. Bristal

Contains excerpts from "Me & My B***h" written by Combs, Donalds, Glover Morgan, Murdock, Thompson, Troutman, Troutman, Wallace; Distant Beats Music/Ninth Street Tunnel Music/Saja Music/Songs of Lastrada/Sony/ATV Songs (BMI)/EMI April Music (ASCAP)

Sample from "Me & My B***h" performed by The Notorious B.I.G. used courtesy of Arista Records, Inc. on behalf of Bad Boy Records

5. SINGLE BLACK FEMALE (feat. Mario "Yellowman" Winans)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)/S. Adu, M. Ditcham; Sony/ATV Songs (BMI)

Produced by: Mario "Yellowman" Winans for Yellow City Entertainment/Bad Boy Entertainment, Inc.
Recorded at: Compass Point, Bahamas & The Hit Factory
Recorded by: Shannon "Slam" Lawrence & Stephen Dent
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Rob Paustian
Acoustic Guitar performed by James "Linus" Dotson

Contains a sample of "The Sweetest Taboo" performed by Sade
Courtesy of Sony Music Entertainment

6. REVOLUTION (feat. Grace Jones and Lil' Cease)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/G. Jones Pub. Co./M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)/S. Combs; Justin Combs Publishing/EMI April Music (ASCAP)

Produced by: Sean "Puffy" Combs for Bad Boy Entertainment, Inc. & Mario "Yellowman" Winans for Yellowcity Entertainment/Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by Prince Charles Alexander, Stephen Dent & Roger Che
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Prince Charles Alexander, Ed Raso & Stephen Dent
Additional Vocals by: Puff Daddy
Sound Effects by: Marc Pfafflin

7. HOW MANY LICKS? (feat. Sisqo)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner Tamerlane (BMI)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)/S. Combs; Justin Combs Publishing/EMI April Music (ASCAP)

Produced by: Mario "Yellowman" Winans for Yellowcity Entertainment/Bad Boy Entertainment, Inc. & Sean "Puffy" Combs for Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC & Trans Continental Studios, Orlando, FL
Recorded by Stephen Dent & Dave Wade
Mixed by: Ed Raso
Mixed at: Daddy's House Recording Studios, NYC

8. NOTORIOUS KIM
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner Tamerlane (BMI)/D. Stinson; Dayna's Day Music Publishing/Warner Tamerlane Publishing Corp. (BMI).

Produced by: Rockwilder for F-5 Productions
Recorded at: Mirror Image & Daddy's House Recording Studios, NYC
Recorded by: Mike Koch & Stephen Dent
Mixed by: Troy Hightower for Hightower Productions
Mixed at: Mirror Image Studios

9. NO MATTER WHAT THEY SAY
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/D. Henson; No Gravity Music/Touched By Jazz/EMI April Music/J. Feliciano; FAF Publishing (BMI)/Eric B. & Rakim; Robert Hill Music (BMI)/E. Archer, R. Beavers, J. Hill, P. Jovner, D. Taylor, H. Thomas; Bridgeport Music/Promuse/Special Ed Music/N. Rodgers, B. Edwards; Bernards Other Music/Warner-Tamerlane Publishing Corp. (BMI)/Sony Songs Inc. (BMI)

Produced by: Darren "Limitless" Henson for A Touch of Jazz, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by Stephen Dent
Mixed by: Rich Travali & Ed Raso
Mixed at: Daddy's House Recording Studios, NYC

Contains a sample of "Esto Es El Guaganco" performed by Jose "Cheo" Feliciano
Courtesy of Sonido, Inc.
Contains a sample of "I Know I Got Soul" performed by Eric B. & Rakim
Courtesy of Universal Music Special Markets
Contains a sample of "I Got It Made"
Contains a sample of "Rappers Delight"

10. SHE DON'T LOVE YOU
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/K. Raphael; Shaftizm Music (ASCAP)/M. Jones; Songs of Universal Inc. (BMI).

Produced by: "Shaft" for Shaft Entertainment & Queen Bee Records
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent & Rob Paustian
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Rob Paustian
Keyboards performed by: Ms. Denise "Bliss" Dixon for Shaft Entertainment

Contains a interpolation of "Betcha She Don't Love You"
Courtesy of Universal Music Special Markets

11. QUEEN BITCH PT.2 (feat. Puff Daddy)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/N. Myrick; Nash Mack Publishing/Justin Combs Publishing admin. byEMI April Music, Inc. (ASCAP)/C. Broady; Six Of July Productions (BMI)/J. Garfield; Firm Body Music (BMI).

Produced by: Nasheim Myrick for Top of New York/Bad Boy Entertainment, Inc., Carlos Broady for Six Of July Productions, Inc./Top of New York & Jay "Waxx" Garfield for Mystery System/Ozone 20/20
Recorded at: Compass Point, Bahamas & Daddy's House Recording Studios, NYC
Recorded by: Doug Wilson, Stephen Dent, Michael Patterson & Roger Che
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Prince Charles Alexander
Additional Programming by Mario "Yellowman" Winans for Yellowcity Entertainment/Bad Boy Entertainment, Inc.
Scratches by: DJ FAFU

12. DON'T MESS WITH ME
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/K. West; Ye World Music (ASCAP)/D. Angelettie; Deric Angelettie Music (BMI)/Wade Gill; Universal Songs of Polygram (BMI).

Produced by: Kanye West for Kanman Productions/Crazy Cat Catalogue, Inc.
Co-Produced by: Deric "D-Dot" Angelettie for Crazy Cat Catalogue/Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent
Mixed by: Rich Travali
Mixed at: Daddy's House Recording Studios, NYC

Contains a sample of "Heartbreaker" performed by Pat Benatar
Courtesy of Chrysalis Records

13. DO WHAT YOU LIKE (feat. Junior M.A.F.I.A.)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/K. Raphael; Shaftizm Music (ASCAP)/J. Lloyd; Leo Ganza Music/Undeas Music/Warner-Tamerlane (BMI)/A. Spain; Larc Vegas Music/Undeas Music/Warner-Tamerlane (BMI)/J. Fisher, Bristeasy Music (BMI)

Produced by: "Shaft" for Shaft Entertainment & Queen Bee Records
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent
Mixed by: Stephen Dent
Mixed at: Daddy's House Recording Studios, NYC

14. OFF THE WALL (feat. Lil' Cease)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)/S. Combs; Justin Combs Publishing/EMI April Music Inc. (ASCAP)

Produced by: Mario "Yellowman" Winans for Yellow City Entertainment/Bad Boy Entertainment, Inc. and Sean "Puffy" Combs for Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by Stephen Dent & Roger Che
Mixed by: Ed Raso
Mixed at: Daddy's House Recording Studios, NYC

15. RIGHT NOW (feat. Carl Thomas)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/K. Raphael; Shaftizm Music (ASCAP)/S. Vega; Waitersongs Ltd./WB Music Corp. (ASCAP)/V. Mason; Funky Feet Publishing/Sony/ATV Songs (BMI).

Produced by: "Shaft" for Shaft Entertainment and Queen Bee Records
Recorded at: Daddy's House Recording Studios, NYC & Sound On Sound Studios
Recorded by: Stephen Dent & Rasheed Goodlowe
Mixed by: Ed Raso
Mixed at: Daddy's House Recording Studios, NYC
Keyboards performed by: Ms. Denise "Bliss" Dixon for Shaft Entertainment

Contains a sample of "Break For Love"performed by Vaughn Mason
Courtesy of Sony Music Entertainment

Contains a interpolation of "Tom's Diner" written by S. Vega
Additional Programming by Mario "Yellowman" Winans for Yellow City Entertainment/Bad Boy Entertainment, Inc.

16. AUNT DOT (feat. Lil' Shanice)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)

Produced by: Mario "Yellowman" Winans for Yellow City Entertainment/Bad Boy Entertainment, Inc.
Recorded at: The Hit Factory & Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent, Jim Janik Michael Patterson
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Prince Charles Alexander

17. HOLD ON (feat. Mary J. Blige)
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/N. Myrick; Nash Mack Publishing/Justin Combs Publishing admin. byEMI April Music, Inc. (ASCAP)/T. Bone Walker; Greg Mark Music BMI.)

Produced by: Nasheim Myrick for Top of New York/Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Rich Travali

Contains a sample from "Stormy Monday" by Willie Hutch
Courtesy of izmo enterprises/Universal Music Special Markets

18. I'M HUMAN
Written by: K. Jones; Notorious K.I.M. Music/Undeas Music/Warner-Tamerlane (BMI)/C. Thomas; Thom Tunes, Inc. (ASCAP)/M. Winans; Yellow Man Music (BMI) admin. by Butter Jinx Music, Inc. (BMI)

Produced by: Mario "Yellowman" Winans for Yellow City Entertainment/Bad Boy Entertainment, Inc.
Recorded at: Daddy's House Recording Studios, NYC
Recorded by: Stephen Dent & Doug Wilson
Mixed at: Daddy's House Recording Studios, NYC
Mixed by: Ed Raso
Additional Vocals by: Carl Thomas

Executive Producers : Sean "Puffy" Combs, Kimberly "Lil' Kim" Jones and Christopher "The Notorious B.I.G." Wallace
Associate Executive Producers: Damion "D-Roc" Butler & Hillary Weston
Mastered at Sterling Sound, NYC by Chris Athens
A&R Direction: Hillary Weston
Project Coordinator: Jamel "Mann" Jackson
Product Management: Jol L. Brown
Album Pro-tools Engineering performed by Jimmie Lee Patterson, Marc Pfafflin, Ben Allen, Roger Che, Steven Dent & Michael Patterson
Album Assistant Engineers: Lynn Montrose & Dominick Mancuso

Cee-Lo appears courtesy of LaFace Records
Sean "Puffy" Combs appears courtesy of Bad Boy Entertainment, Inc.
Mario "Yellowman" Winans appears courtesy of Bad Boy Entertainment, Inc.
Lil' Cease appears courtesy of Queen Bee Records/Undeas Records
Mr. Bristal appears courtesy of Queen Bee Records/Undeas Records
Larc "Vegas" Banger appears courtesy of Queen Bee Records/Undeas Records
Junior M.A.F.I.A. appears courtesy of Queen Bee Records/Undeas Records
Carl Thomas appears courtesy of Bad Boy Entertainment, Inc.
Sisqo appears courtesy of Island/Def Jam Music Group
Redman appears courtesy of Island/Def Jam Music Group

Ginuwine - Ginuwine...The Bachelor (1996)

1. Pony (Album Version)
-ELGIN LUMPKIN-TIM MOSLEY-STEVE GARRETT-
interlude
2. Tell Me Do U Wanna*
-ELGIN LUMPKIN-TIM MOSLEY-ROBERT REIVES-JIMMY DOUGLASS-
interlude
3. Holler
-ELGIN LUMPKIN-TIM MOSLEY-LUSHONE "NIKKI" SIPLIN-
interlude
4. Hello
-ELGIN LUMPKIN-TIM MOSLEY-
5. Lonely Daze
-ELGIN LUMPKIN-TIM MOSLEY-MELVIN BARCLIFF-
6. Ginuwine 4 Ur Mind
-ELGIN LUMPKIN-TIM MOSLEY-ROBERT REIVES-
interlude
7. Only When Ur Lonely
-ELGIN LUMPKIN-TIM MOSLEY-ROBERT REIVES-
interlude
8. I'll Do Anything/I'm Sorry**
-TIM MOSLEY-MISSY ELLIOTT-STEVIE WONDER-
9. World Is So Cold
-ELGIN LUMPKIN-TIM MOSLEY-
interlude
10. When Doves Cry*
-PRINCE-
interlude
11. G. Thang**
-TIM MOSLEY-MISSY ELLIOTT-MELVIN BARCLIFF-B. GIBBONS-G. BARROW-A. UTLEY-M. WILLIAMS-J.T. SMITH-
interlude
12. 550 What?*
-ELGIN LUMPKIN-TIM MOSLEY-
interlude


"G. Thang" contains a sample from "Numb" (B. Gibbons, G. Barrow, A. Utley) Chrysalis Music, as recorded by Portishead, under license from Go Disc Records.

"G. Thang" contains a sample from "The Boomin' System" (M. Williams, J.T. Smith) EMI-April Music/Def Jam Music as recorded by LL Cool J, courtesy of Def Jam Records, under license from Polygram Special Markets, a division of Polygram Group Distribution, Inc.

"I'll Do Anything/I'm Sorry" contains a sample from "Visions" (S. Wonder) Black Bull Music/Jobete Music Co., as recorded by Stevie Wonder, courtesy of Motown Records under license from Polygram Special Markets, a division of Polygram Group Distribution, Inc.

All Vocals: Ginuwine
Additional Background Vocals : *Tim Mosley, ** Missy Elliott

Rappers: Nikki/Virginia Slim
Magoo
Timbaland
Misdemeanor

Produced by Timbaland for Timbaland Productions, Inc.

Recorded & Mixed by Jimmy Douglass at Pyramid Sound Studios, Ithaca, NY
Assembly & Additional Recording by Alex Perialas
Assistant: Jason Arnold

Mastered by Vlad the Impaler, Sony Studios, NYC

A&R : Michael Caplan
Album Coordinator: Nadine Hemy

Management : Jomo Hankerson & B. Hankerson for Blackground Enterprises
Consultants: Polly Anthony & Ron Sweeney

Executive Producers: Robert Reives & Ginuwine

N*E*R*D - In Search Of... (2002)

1. Lapdance featuring Lee Harvey and Vita 3.33
2. Things Are Getting Better 4:16
3. Brain 3:43
4. Provider 4:19
5. Truth Or Dare featuring Kelis and Pusha T 4.23
6. Tape You 4.51
7. Run To The Sun 4:45
8. Baby Doll 3:44
9. Am I High featuring Malice 4.49
10. Rock Star 4:20
11. Bobby James 6:11
12. 8. Stay Together 5.03

Produced by The Neptunes (Pharrell Williams and Chad Hugo) for Star Trak Entertainment
Recorded by Andrew Coleman at MasterSound Recording Studios, Virginia Beach, VA, except Track 8 recorded by Brian Garten at the Record Plant, Los Angeles, CA.

Mixed by Serban Ghenea at Windwmark Studios, Virginia Beach, VA
Mastered by Herb Powers, Jr. at the Hit Factory, New York, NY

All instruments arranged by The Neptunes (Pharrell Williams and Chad Hugo) for Star Trak Entertainment. All instruments played live by Spymob for Star Trak Entertainment.

Spymob is:
John Ostby - Piano, vocals,
Brent Paschke - Guitar,
Christian Twigg - Bass,
Eric Fawcett - Drums, vocals.

Background vocals: Tammy Lucas on Track 8, Spymob on Track 9, Latrelle Simmons on Track 10.

All songs written by Pharrell Williams/Chad Hugo, except Tracks 1 & 9 written by Pharrell Williams/Chad Hugo/Gene Thornton, and Track 5 written by Pharrell Williams/Chad Hugo/Terrance Thornton.

All songs published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP), except Tracks 1 & 9 published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP)/Genmarc Music Publishing (ASCAP), and Track 5 published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP)/Terrardome Music Publishing (ASCAP).

Executive Producers: The Neptunes (Pharrell Williams and Chad Hugo) & Rob Walker for RockSoul Entertainment.

Management: Rob Walker for RockSoul Entertainment.
A&R Direction: Keith Wood and Patrick Moxey

Lee Harvey appears courtesy of Star Trak Entertainment
Vita appears courtesy of Murder Inc. Records
Kelis appears courtesy of Star Trak Entertainment/Virgin Records America, Inc.
Pusha T appears courtesy of Star Trak Entertainment
Tammy Lucas appears courtesy of Tammy Lucas
Spymob appears courtesy of Star Trak Entertainment
Latrelle Simmons appears courtesy of LaFace Records/Arista Records
Malice appears courtesy of Star Trak Entertainment

N*E*R*D - In Search Of... (2001)

1. Lapdance featuring Lee Harvey and Vita 3.33
2. Intro 1.13
3. Things Are Getting Better 4:55
4. Brain 3:42
5. Provider 4:24
6. Truth Or Dare featuring Kelis and Terrar 4.51
7. Run To The Sun 4:45
8. Stay Together 6.52
9. Baby Doll 3:44
10. Tape You 7.41
11. Am I High featuring Malice 5.00
12. Rock Star - Poser 4:29
13. Bobby James 6:23

Produced by The Neptunes for Star Trak Entertainment
Recorded by Drew Coleman at MasterSound Recording Studios Virginia Beach, VA, except Track 8 recorded by Brian Garten at the Record Plant, Los Angeles, CA.

Mixed by Jimmy Douglass at Right Track Studios New York, NY, except
Tracks 8 & 12 Mixed by Ken "Duro" Ilfill for No Question Entertainment.
Track 8 Mixed at the Record Plant, Los Angeles, CA. and Track 12 Mixed at Right Track Studios, New york, NY.

Mastered by Chris Gehringer at Sterling Sound, New York, NY

All instruments arranged and performed by Pharrell Williams and Chad Hugo for The Neptunes
Background vocals: Tammy Lucas on Track 9, Latrelle Simmons on Track 12.

All songs written by Pharrell Williams/Chad Hugo, except Tracks 1 & 11 written by Pharrell Williams/Chad Hugo/Gene Thornton, and Track 6 written by Pharrell Williams/Chad Hugo/Terrance Thornton.

All songs published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP), except Tracks 1 & 11 published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP)/Genmarc Music Publishing (ASCAP), and Track 6 published by EMI Blackwood Music, Inc. o/b/o itself and Waters Of Nazareth (BMI)/EMI April Music Inc. o/b/o itself and Chase Chade Music (ASCAP)/Terrardome Music Publishing (ASCAP).

Executive Producers: The Neptunes for StarTrak Entertainment & Rob Walker for RockSoul Entertainment.

Management: Rob Walker for RockSoul Entertainment.
A&R Direction: Keith Wood and Patrick Moxey

Lee Harvey appears courtesy of Star Trak Entertainment
Vita appears courtesy of Murder Inc. Records
Kelis appears courtesy of Star Trak Entertainment/Virgin Records America, Inc.
Malice appears courtesy of Star Trak Entertainment
Terrar appears courtesy of Star Trak Entertainment
Tammy Lucas appears courtesy of Tammy Lucas
Latrelle Simmons appears courtesy of World Trade Entertainment/LaFace Records

Mos Def - True Magic (2007)

1. True Magic

Produced by DJ Epik for Fireworks Productions and Mark Knoxx for Young Legends
Written by Dante Smith, Dustin Worswick and Mark Dove
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Dusty Infinite Sounds (ASCAP); Mark Dove Publishing Desginee (ASCAP)

2. Undeniable

Produced by Rich Harrison for Richcraft Inc
Written by Dante Smith, Rich Harrison, Barrett Strong and Norman Whitfield
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); EMI Blackwood Music, Inc (BMI) obo itself and Dam Rich (BMI); Stone Agate Music (BMI)

3. U R The One

Produced by Minnesota for Lifestyle Music, Inc.
Written by Dante Smith, Mark Richardson
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Old Nigger Spirituals (BMI)

4. Thug is A Drug

Produced by Minnesota for Lifestyle Music, Inc.
Written by Dante Smith, Mark Richardson
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Old Nigger Spirituals (BMI)

5. Crime & Medicine

Produced by Mos Def
Written by Dante Smith,
Publishers: Medina Sounds Music/ EMI Blackwood (BMI)

6. A Ha

Produced by Minnesota for Lifestyle Music, Inc.
Written by Dante Smith, Mark Richardson; Sylvester Stewart
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Old Nigger Spirituals (BMI); Warner-Tamerlane Publishing (BMI)

7. Dollar Day

Produced by Abdul Rahman
Written by Dante Smith, Damon Grimson, Don Robertson
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Breka Music/EMI Publishing’ No Mistakes Allowed Publishing (BMI)

8. Napoleon Dynamite

Produced by Preservation for Preserved Productions LLC
Written by Mos Def, Jean Daval, Elijah Walker, Alvin Savoy
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); J Daval (SESAC); Roffignac Music Inc (BMI)

9. There Is A Way

Produced by Preservation for Preserved Productions LLC
Written by Dante Smith, Jean Daval, Julio Gutierrez, Ian McDonald, Peter Sinfeld, Greg Lake, Michael Giles, Robbert Fripp
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); J Daval (SESAC); Peer International Corp. (BMI); Careers BMG Music Publishing (BMI)

10. Sun, Moon, Stars

Produced by Preservation for Preserved Productions LLC
Written by Dante Smith, Jean Daval; Alvin Ranglin
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); J Daval (SESAC); The Royalty Network/Westbury Music (ASCAP)

11. Murder Of A Teenage Life

Produced by The Neptunes
Written by Dante Smith and Pharrell Williams
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); Waters Of Nazareth Publishing/ EMI-Blackwood Music, Inc.
Recorded by Andrew Coleman at South Beach Studios
Assisted by Hart Gunther

12. Fake Bonanza

Produced by Preservation for Preserved Productions LLC
Written by Dante Smith, Jean Daval, Jose Berroa, Robert Blair, Sylvester Stewart
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); J Daval (SESAC); Peer International Corp. (BMI); Are Music Corporation (BMI); Warner Tamerlane Publishing (BMI)

13. Perfect Timing

Produced by Mos Def
Written by Dante Smith; Darryl McDaniels, Joseph Simmons, Darryl Barnes, Greg Mays, Tony Romeo
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); WB Music Corp (ASCAP); Screen Gems EMI Music Publishing (BMI); Nice & Smooth Music (ASCAP)

14. Lifetime

Produced by Preservation for Preserved Productions LLC
Written by Dante Smith, Jean Daval, G. Todd, Editions Maneige CAPAC
Publishers: Medina Sounds Music/ EMI Blackwood (BMI); J. Daval (SESAC); De Wolf Sound Library; Polydor


Executive Producer: Mos Def
All songs mixed by Jan Fairchild for The Groove Machine
Mastered by Bernie Grundman at Bernie Grundman Mastering, Hollywood, CA
A&R: Abdul Rahman
A&R Administration: Alicia N. Graham

The Pussycat Dolls - PCD (2005)

All lead and background vocals by Nicole Scherzinger
Additional background and lead vocals by Carmit Bachar and Melody Thornton
Additional background vocals by Jessica Sutta, Ashley Roberts and Kimberly Wyatt

1. "Don't Cha" featuring Busta Rhymes
(R. Anthony/T. Calloway/T. Smith)

Produced by Cee-Lo Green
Engineered by Ethan Mates
Mixed by Steve Baughman
The Angel City Horns - Trumpet/Horn Contractor: Chris Tedesco
Trumpet: Bill Churchville
Trombone: Nick Lane
Sax: Ray Hurrmann
Guitar: John Goux

Mix A Lot Publishing (BMI)/God Given Music/Notting Hill Music Inc. (BMI)T'Ziah Music/Ensign Music Corp. (BMI)

"Don't cha" contains portions of "Swass" (R. Anthony) Mix A Lot Publishing (BMI). Used by permission. All rights reserved.

Busta Rhymes appears courtesy of Aftermath Entertainment

2. "Beep" featuring Will.I.Am
(W. Adams/K. Dioguardi/J. Lynne)

Produced by Will.I.Am
Additional production & arrangement by Ron Fair for Faircraft, Inc.
Vocals produced by Ron Fair
Pro Tools, Engineering & Additional Programming by Tal Herzberg
Strings arranged & conducted by Ron Fair
Mixed by Dave "Hard Drive" Pusado
Wurlitzer : Ron Fair
Bass: Tal Herzberg
Electric Violin: Charlie Bisharat
Strings: The PCD Orchestra
Vocals recorded by JD Andrew
Strings recorded by Bill Schnee
Additional engineering by Mike "Angry" Eleopoulos
Assistant Mix Engineer: Ariel Chobaz

will.i.am music inc. administered by Cherry River Music Co. (BMI)/K'Stuff Publishing (BMI) administered in the US and Canada by Arthouse Entertainment, outside the US and Canada by EMI Music, LTD./EMI Blackwood Music, Inc. (BMI)

"Beep" featuring Will.I.Am contains a sample of the recording "Evil Woman". Written by Jeff Lynne and performed by Electric Light Orchastra. EMI Blackwood Music, Inc. (BMI) "Evil Woman" used by courtesy Sony BMG Music Entertainment. Used by permission. All rights reserved.

3. "Wait A Minute" featuring Timbaland
(T. Mosely/K. Hilson)

Produced by Timbaland for Timbaland Productions
Vocal production by Keri Hilson
Incidental production by Ron Fair
Horns arranged by Jerry Hey
Mixed by Dave "Hard Drive" Pusado and Ron Fair
Horns: Jerry Hey, Dan Higgins, Gary Grant & Bill Reichenbach
Pro Tools & Engineering by Tal Herzberg
Recorded by Demacio "Demo" Castellon , Marcella Araicia @ Hit Factory Criteria: Miami, FL
Assistant Mix Engineer: Ariel Chobaz

Virginia Beach Music/WB Music Corp. (ASCAP)/Keriokey Music/Universal Music Corp. (ASCAP)

Timbaland appears courtesy of Blackground Records.

4. "Stickwitu"
(F. Golde/K. Livingston/R. Palmer)

Produced, arranged & conducted by Ron Fair for Faircraft, Inc.
Co-produced, Engineered & Pro Tools by Tal Herzberg
Mixed by Peter Mokran @ Record Plant
Original drum Programming: Robert Palmer
Harmonica, Piano & Organ: Ron Fair
Bass: Tal Herzberg
Rhodes: Cori Jacobs & Ron Fair
Strings: The PCD Orchestra
Strings recorded by Allen Sides
Recorded by Mike "Angry" Eleopoulos
Assistant Mix Engineer: Mike Hogue

Franne Gee Music/Warner Tamerlane (BMI)/Dad's Dreamer Music (BMI)/Parchi Music (BMI)

5. "Buttons"
(S. Garrett/J. Jones/J. Perry/N. Scherzinger)

Produced by Polow Da Don , Sean Garrett & Ron Fair for Faircraft, Inc.
Vocals produced by Ron Fair
Track arranged & programmed by Polow Da Don
Additional production by Ron Fair
Pro Tools & Engineering by Tal Herzberg
Co-produced by Tal Herzberg & Young Smoke
Mixed by Dave "Hard Drive" Pusado @Larrabee North
Electric Violin: Charlie Bisharat
Percussion: Luis Conte
Engineering by JD Andrew & Mike "Angry" Eleopoulos
Assistant Mix Engineer: Ariel Chobaz

Team's Dot Publishing (BMI)/Hitco Music (BMI)/All rights on behalf of Team's Dot Publishing and Hitco Music administered by Songs of Windswept Pacific (BMI)/2590 Music Publishing/Universal Music Corp. (ASCAP)/Zone 4 Inc. (ASCAP)/She Rights Music (BMI)

6. "I Don't Need A Man"
(R. Harrison/N. Scherzinger/K. Dioguardi)

Produced by Rich Harrison for Richcraft, Inc.
Incidental additional production by Ron Fair
Engineered & Pro Tools by Tal Herzberg
Track programmed by Rich Harrison
Vocals arranged & produced by Ron Fair
Horns arranged by Jerry Hey
Mixed by Peter Mokran @ Record Plant
Horns: Jerry Hey, Dan Higgins, Gary Grant & Bill Reichenbach
Piano, Wurlitzer & Glockspiel: Ron Fair
Bass: Tal Herzberg
Engineering by Scotty Beats, JD Andrew & Mike "Angry" Eleopoulos
Assistant Mix Engineer: Mike Hogue

Damrich (BMI)/She Rights Music (BMI)/K'Stuff Publishing (BMI) administered in the US and Canada by Arthouse Entertainment, outside the US and Canada by EMI Music, LTD.

7. "Hot Stuff (I Want You Back)"
(P. Bellotte/H. Faltermeier/K. Forsey/S. Fahey/C. Kenny/S. Gallifent/W. Blanchard)

Produced by Siobhan Fahey, The Droyds & Steven Gallifent
Vocals produced by Ron Fair
Arranged by Andy Chatterley
Vocals arranged by Ron Fair & Nicole Scherzinger
Pro Tools & Engineering by Tal Herzberg
Mixed by Ron Fair @ Record Plant
Strings: The PCD Orchestra
Strings recorded by Bill Schnee
Engineering by JD Andrew & Mike "Angry" Eleopoulos

"Hot Stuff (I Want You Back)" contains elements of "Hot Stuff" (P. Bellotte, H. Faltermeier, K. Forsey) WB Music Corp. (ASCAP) Used by permission. All rights reserved. (Copyright Control)

8 . "How Many Times, How Many Lies"
(D. Warren)

Produced by Ron Fair for Faircraft, Inc.
Co-produced, Engineered & Pro Tools by Tal Herzberg
Arranged & conducted by Ron Fair
Programmed by Tyler Coomes
Mixed by Peter Mokran @ Record Plant Studios
Wurlitzer, Piano, Clavinet & Harmonica: Ron Fair
Bass: Tal Herzberg
Organ: Tim Carmon
Strings: The PCD Orchestra
Strings recorded by Bill Schnee
Engineering by JD Andrew & Mike "Angry" Eleopoulos
Assistant Mix Engineer: Jun Ishizeki

© 2005 Realsongs (ASCAP)

9. "Bite The Dust"
(K. Hilson/K. Holland)

Produced by Kwamé "K1MiL" for The Beat Factory
Vocals produced by Keri Hilson
Additional production by Ron Fair
Strings arranged & conducted by Ron Fair
Horns arranged by Jerry Hey
Pro Tools & Engineering by Tal Herzberg, Anthony Kilhoffer
Strings recorded by Bill Schnee
Mixed by Dave "Hard Drive" Pusado @ Larrabee North
Horns: Jerry Hey, Dan Higgins, Gary Grant & Bill Reichenbach
Strings: The PCD Orchestra
Additional engineering by Mike "Angry" Eleopoulos
Assistant Mix Engineer: Ariel Chobaz

Keriokey Music/Universal Music Corp. (ASCAP)/Kwametheboygenius Music/Irving Music (BMI).

Drums sampled from "Soul Machine" by Harvey and The Phenomenals (Hall/Gainey/Ash/James) Jan-Tay Pub. (BMI)

10. "Right Now"
(H. Mann/C. Sigman)

Produced by Ron Fair for Faircraft, Inc.
Co-produced, Engineered & Pro Tools by Tal Herzberg
Arranged & conducted by Jerry Hey
Additional strings arranged by Ron Fair
Mixed by Michael C Ross @ Ocean Way Studios
Strings recorded by Bill Schnee
Horns recorded by Frank Wolf
Drums: Vinnie Colaiuta
Bass: Mike Valerio
Trumpets: Jerry Hey, Gary Grant, Wayne Bergeron & Larry Hall
Trombones: Larry Hall, Andy Martin & Bruce Otto
Woodwinds: Dan Higgins, Larry Williams, Brandon Fields, Bill Liston & Joel Peskin
Timpani: Bob Zimmitti
Percussion: Luis Conte
Strings: The PCD Orchestra
Engineering by JD Andrew & Mike "Angry" Eleopoulos
Assistant Mix Engineer: Brian Vibberts

Herbie Mann Music Corp. (ASCAP)/Majorsongs LTD., a division of Bug Music, Inc. (ASCAP)

11. "Tainted Love/Where Did Our Love Go"
(E. Cobb/B. Holland/L. Dozier/E. Holland)

Produced by Ron Fair for Faircraft, Inc.
Co-produced, Engineered & Pro Tools by Tal Herzberg
"Tainted Love" Beat produced by Big Tank
Arranged & conducted by Ron Fair
Mixed by Tony Maserati @ Record Plant
Guitar: John Goux
Horns: Jerry Hey, Gary Grant, Bill Reichenbach & Dan Higgins
Keyboards: Ron Fair
Bass: Tal Herzberg
Strings: The PCD Orchestra
Engineering & vocal recording by JD Andrew & Mike "Angry" Eleopoulos
Assistant Mix Engineer: Jun Ishizeki

"Tainted Love" published by Embassy Music Corporation (BMI)/"Where Did Our Love" published by Jobete Music Corporation

12. "Feelin' Good"
(A. Newley/L. Bricusse)

Produced, arranged & conducted by Ron Fair for Faircraft, Inc.
Co-produced, Engineered & Pro Tools by Tal Herzberg
Mixed by Jack Joseph Puig @ Ocean Way Studios
Strings recorded by Bill Schnee
Strings: The PCD Orchestra
Piano, Harmonica & Organ: Ron Fair
Drums: Abe Laboriel Jr.
Bass: Alex Al
Rhodes: Cori Jacobs & Ron Fair
Engineer: Mike "Angry" Eleopoulos
Assistant Mix Engineer: Dean Nelson

Concord Music (PRS)/Musical Comedy Productions (BMI)

13. "Sway" (bonus)


The PCD Orchestra -
Violins: Endre Granat, Natalie Leggett, Bruce Dukov, Jackie Brand, Charlie Bisharat, Joel Derouin, Sara Parkins, Mario Deleon, Josefina Vergara, Tammy Hatwan, Sid Page, Roberto Cani, Katia Popov, Phillip Levy, Songa Lee, Robin Olson, Anatoly Rosinsky, Armen Garabedian, Theresa Stanislov, Sarah Thornblade, Alan Grunfeld, Alyssa Park
Violas: Bryan Dembow (P), Simon Oswell, Sam Formicola, Matt Funes, Darrin McCann, Vicky Miskolczy
Cello: Steve Erbody, Larry Corbett, David Low, Suzie Katayama, Armen Ksajikian, Cecilia Tsan
Orchestra Contractor: Bill Hughes

Album Production Coordinator: Justin Siegel
Assistant to Ron Fair: Hylah Hedgepeth
A&R Coordinator: Deb Fenstermacher
Management Coordinator: Jeff Norskog
Artist Development: Michelle Thomas
Publicist: Dave Tomberlin

Mastered by Brian Gardner @ Bernie Grundman Mastering

Executive producers: Ron fair, Jimmy Iovine
Co-executive producer: Robin Antin
Management: Jeff Haddad for JH Management, Inc.

Music Inspired By The Motion Picture WILD WILD WEST (1999)

1. WILD WILD WEST performed by Will Smith featuring Dru Hill & Kool Mo Dee
[Stevie Wonder, Will Smith, Rob Fusari, Mohandas DeWese]
Black Bull Music/Jobete Music Co., Inc./Treyball Music Inc./June-Bug Allet Musc (ASCAP), Zomba Songs, Inc. (BMI)

Produced by Rob Fusari for White Chocolate Productions
Additional Production by Mark Wilson
Scratches by Jazzy Jeff
Recording Engineers Rob Chiarelli and Arty Skye
Mixed by Rob Chiarelli for Final Mix, Inc.
Mixed at Encore Studios, Burbank, CA
Mastered by Herb Powers Jr. at Powers House of Sound Studios, NY, NY

Contains portions of 'I Wish' (Stevie Wonder) published by Black Bull Music/Jobete Music Co., Inc. (ASCAP), performed by Stevie Wonder. Used courtesy of Motown Records, under license from Universal Music Special Markets, Inc. Also contains a portion of the composition "Wild Wild West" written by Mohandas DeWese. Courtesy of Zomba Songs, Inc. (BMI)

Will Smith appears courtesy of Columbia Records. Dru Hill appears courtesy of Island Records, Inc.

2. BAILAMOS performed by Enrique Iglesias
[Paul Barry and Mark Taylor]
Rive Droit Music Ltd. (PRS/ASCAP)

Produced by The Groove Brothers (Mark Taylor, Brian Rawling)
Additional production by The Groove Brothers
Programming The Groove Brothers
Recording Engineer The Groove Brothers
Mixed by The Groove Brothers
Mixed at The Cooler
Mastered by Dean Gillard t Masterpiece Studios, London
Recorded at Hit Factory/Criterion, Miami, FL

3. CONFUSED performed by BLACKstreet
[T. Riley, R. Jerkins, S. Blair, L. Kafi]
Donril Music/Zomba Enterprises, Inc. (ASCAP), EMI Blackwood Music (BMI), Keep Me Humble Music/Smockin' Sounds/Zomba Enterprises Inc. (ASCAP), Lacoriya's Songs for Daddy's Lil Boyz/Warner Chappell Music (ASCAP)

Produced by Teddy Riley for Lil' Man Productions and Rodney Jerkins for Dark Child Entertainment
Recording Engineers George Mayers, Julian McBrown & Franz Verna
Assistant Recording Engineer Joe Woods
Mixed by Teddy Riley, Goerge Mayers, Julian McBrown & Franz Verna
Recorded and mixed at Future Recording Studios, Virginia Beach, VA
Mastered at Bernie Grundman Mastering, Powers House of Sound, The Hit Factory NYC

Contains an interpolation of 'Covert Action'. Written by Wilton Felder. Published by Music Corporation of America (BMI) o/b/o Itself and Four Knights Music Co. (BMI).

BLACKstreet appears courtesy of Lil' Man/Interscope Records

4. KEEP IT MOVIN' performed by MC Lyte featuring Payne
[Tim Kelley, Bob Robinson, Lana Moorer, Giovanni Salah]
Time 4 Flytes Music/Dreamworks Music Publishing (BMI), Brooklyn Based Music (ASCAP), Isvanni Amplified Music (BMI)

Produced by Tim & Bob for The Funktwons Productions, Inc.
Recording Engineer Tim Kelley & Brian Smith
Assistant Recording Engineer Jason Webb
Background vocals Payne
Mixed by Brian Smith
Mixed at Silent Sound Studios, Atlanta, GA

Payne appears courtesy of Dreamworks Records

5. GETTING CLOSER performed by Tatyana Ali featuring Kel Spencer
[Carsten Schack, Kenneth Karlin, Tamara Savage, Lennie Bennett, Darryl Barnes, Greg mays, George Clinton, Garry Shider, G. Bernard Worrell, J. Hammond]
Jungle Fever Music administered by EMI Blackwood Music (BMI), Solvang Music administered by EMI Blackwood Music (BMI), Marshai Music administered by EMI April Music Inc. (ASCAP), Love N Loyalty Music/O' Brook Music (BMI)/Vanessa Music, Inc (BMI)/Bridgeport Music Inc. (BMI)/Street Tuff Tunes/Johnson and Hammond Music (BMI)

Produced and arranged by Soulshock & Karlin for Soulpower Productions
All instruments Soulshock & Karlin
Programming Soulshock
Recording Engineer Paul Foley
Mixed by Manny Marroquin and Soulshock
Mixed at The TracKen Place

Contains elements of 'Do That Stuff' (George Clinton, Jr./Garry M. Shider/Bernard G. Worrell) published by Bridgeport Music Inc. (BMI) performed by Parliament. Under license from Universal Music Specail Markets, Inc. 'Getting Closer' also contains elements of 'Funky For You' (G. Nice & D. Barnes), published by Vanessa Music, Inc (BMI)/Clyde Otis Music Group, performed by Nice & Smooth. Courtesy of Priority Records, Inc. 'Getting Closer' also contains elements of 'Impeach the President' written by J. Hammond (BMI) and performed by The Honeydrippers, used courtesy of Tuff City Records/Street Tuff Tunes.

Tatyana Ali appears courtesy of Will Smith Enterprises/MJJ Music

6. LUCKY DAY performed by Trã-Knox
[Anthony Dent, Eric Roberson, Jeffery Walker]
For Chase Music/Hit Co. South (ASCAP), Blue Erro Soul/Midnight Marauders (ASCAP), Dub's World Music/Sony-ATV Music Publishing (ASCAP)

Produced by Dent for State of Mind Muzic, Inc. and J-Dub for Dub's World Productions, Inc.
Additional vocal production by Eric Roberson
Arranged by Eric Roberson for Blue Erro Soul/Midnight Marauders
Additional production by Rob Chiarelli for Final Mix, Inc.
Recorded by Vidal Davis at A Touch of Jazz, Philadelphia, PA
Recording Engineer Ricciano Lumpkins
Mixed by Rob Chiarelli for Final Mix, Inc.
Mixed at Larrabee West, West Hollywood, CA

7. BAD GUYS ALWAYS DIE performed by Dr. Dre & Eminem
[Dr. Dre & Eminem]
Ain't Nuthin' Goin' On But F****n'/WB Music Corp. (ASCAP)/8 Mile Style Music/Ensign Music Corp. (BMI)

Produced by Dr. Dre & Mel-Man
Mixed by Dr. Dre
Record and Mix Engineer Richard 'Segal Huredia
Assistant Record and Mix Engineer Jason Emiliere, Dave Tenhouten
Keyboards Kamara Kambon
Guitar Sean Cruse
Bass Mike Elizondo
Cowboy Brantley Kerns
Flute Jerry Moore
Background vocals Traci Nelson and RBX
Executive Director of operations Larry Chatman
Recorded at Dre's Crib and Larrabee Studios, Los Angeles, CA
Mixed at Encore Studios, Burbank, CA

Dr. Dre appears courtesy of Aftermath Entertainment/Interscope Records. Eminem appears courtesy of Web Entertainment/Aftermath Entertainment/Interscope Records

8. MAILMAN performed by Faith Evans
[R. Kelly]
Zomba Songs, Inc./R. Kelly Publishing, Inc. (BMI)

Produced and arranged by R. Kelly
Programming Joey 'The Don' Donatello
Additional Keys Lafayette Carlthon
Recording Engineer Joey 'The Don' Donatello
Protooled by Joey 'The Don' Donatello
Assistant Recording Engineer Ian Mereness
Mixed by Joey 'The Don' Donatello
Assistant Mix Engineer Fred Hahn
Mixed at Chicago Trax, Capricorn Room, Chicago, IL

Faith Evans appears courtesy of Bad Boy/Arista Records

9. I'M WANTED performed by Kel Spencer featuring Richie Sambora
Background vocals Richie Sambora, Tamara Savage and Eric Roberson
[Rick Cousins, Lennie Bennett, Tamara Savage, Richie Sambora, Jon Bongiovi]
Music Everyone Craves/Sony/ATV Songs, LLC (BMI), Love N Loyalty Music/O' Brook Music (BMI), Marshai Music/EMI April Music Inc. (ASCAP), Bon Jovi Music/Agressive Music/PolyGram International Publishing(ASCAP)

Produced by Dutch for the Dutch Factory
Recording Engineer Jan Fairchild
Recorded at Pacific Studios
Mixed by Manny Marroquin
Mixed at TracKen Place

Contains a sample from 'Wanted Dead or Alive' (Richard Sambora/Jon Bongiovi) Bon Jovi Music/Agressive Music/PolyGram International Publishing(ASCAP), under license from Universal Music Special Markets, Inc.


10. HERO performed by Breeze
[Curtis Wilson, Will Smith, Lia Grant, Sydney Kim, Sandy Plute, Katherine Shorey, Bola Sete p/k/a/ Djalmma de Andrade]
Junkie Funk Music (BMI), Treyball Music (ASCAP), SLCK Publishing(ASCAP), Ensign Music Corp. (BMI)

Produced by Somethin' for the People for Nuthin' Personal Productions
Guitar by Marion McClain
Recording Engineer Somethin' for the People
Mixed by Kevin Davis
Mixed at Larrabee North, North Hollywood, CA

Contains a interpolation of 'Bettina' (Bola Sete p/k/a/ Djalmma de Andrade) Ensign Music Corp. (BMI).

11. CHOCOLATE FORM performed by Neutral
[Lyrics by Eric Roberson & Carvin G. Haggins/Music by Carvin G. Haggins, Vidal Davis & Keith I. Pelzer]
Nivrac Tyke Music/Touched by Jazz/EMI Music, Jay Qui Music/Touched by Jazz/EMI Music, Blue Erro Soul (ASCAP), Double Oh Eight Music/Touched by Jazz/EMI Music (ASCAP)

Produced by Carvin G. Haggins & Keith I. Pelzer for A Touch of Jazz Inc.
Vocal arrangements by Eric Roberson, Keith I. Pelzer & Carvin G. Haggins
Vocal production by Eric Roberson for Blue Erro Soul/Midnight Marauders
Additional vocal production by Keith I. Pelzer & Carvin G. Haggins
Engineered by Keith I. Pelzer at A Touch of Jazz Studios, Philadelphia, PA and Kenny Deranteriasian at Pacifique, North Hollywood, CA
Mixed by Brad Gilderman
Mixed at Larrabee West, West Hollywood, CA

Contains portions of the composition 'Desafinado' Written by Antoio Carlos Jobim & Newton Ferreira de Mendonca. Publishing by Bendig Music Corp. (BMI), Corcovado Music Corp. (BMI), Hollis Music Inc. (BMI)

12. I SPARKLE performed Slick Rick
[R. Walters, W.P. Mitchell]
Slick Rick Music, Inc./Def Songs, Inc. (BMI)/The Large Professor Music (ASCAP)

Produced by Large Professor for Paul Sea Productions
Recording Engineer Sound Boy
Recorded at Bearsville Studios, Bearsville NY
Mixed by Eliud A. 'Lou' Ortiz
Mixed at The Hit Factory, NY
Mastered at The Hit Factory by James Cruz

Slick Rick appears courtesy of Def Jam Records under license from Universal Music Special Markets, Inc.

13. THE BEST performed by Guy additional rap vocals 1 Life 2 live
[T. Riley, T. Frampton, Screwface, J. Cordova]
Donril Music/Zomba Enterprises, Inc. (ASCAP), Justin Combs/EMI April (ASCAP), Chief Joseph Music (ASCAP), 3rd Williams (ASCAP)

Produced by Teddy Riley for Lil' Man Productions
Recording Engineers George Mayers, Julian McBrown & Franz Verna
Assistant Engineer Joe Woods
Recorded at Future Recording Studios, Virginia Beach, VA
Mixed by Teddy Riley
Mixed at Future Recording Studios, Virginia Beach, VA

Guy appears courtesy of MCA Records, Inc. 1 Life 2 Live appears courtesy of Bystorm Entetainment/Laface Records

14. 8 MINUTES TO SUNRISE performed Common featuring Jill Scott
[Lyrics by Common & Jill Scott/Music by Andre Harris]
Dirty Dre Music/JATCAT (ASCAP), Blues Baby Music/JATCAT (ASCAP), Senseless Music Inc. (BMI)

Produced by Andre Harris for A Touch of Jazz Inc.
Additional production by Vidal Davis at A Touch of Jazz, Inc.
All instruments by Andre Harris
Recording Engineer Vidal Davis at A Touch of Jazz, Philadelphia, PA
Mixed by Brad Gilderman
Mixed at Larrabee West, West Hollywood, CA

Common appears courtesy of MCA Records, Inc. Jill Scott appears courtesy of A Touch of Jazz/Hidden Beach Records

15. STICK UP performed by Lil' Bow Wow featuring Jermaine Dupri
[Jermaine Dupri, R.O.C.]
So So Def Music/EMI April Music (ASCAP), NWK/Ramohak Music Publishing (BMI)

Produced by Jermaine Dupri for So So Def Productions, Inc.
Co-produced by Gary 'Gizzo' Smith for So So Def Productions, Inc.
Recording Engineer Brian Frye
Mixed by Phil Tan for Anunnaki Entertainment and Jermaine Dupri
Mixed at Silent Sound Studios, Atlanta, GA

Contains a portion of the composition 'Just The Way I Like It'. Written y T. Lewis, J. Harris III. Published by EMI April Music Inc./Flyte Tyme Tunes/Avant Garde Music (ASCAP) administered by EMI Music Publishing

All artists appears courtesy of So So Def Recordings, Inc./Columbia Records


EXECUTIVE ALBUM PRODUCERS : Will Smith, James Lassiter, Steve Stoute, Pilar McCurry
A&R Executive : Omarr Rambert
Album Coordinators : Melissa Blanco Borelli & Andy Phillips
Executive in charge of music for Overbook : John Oukakis
Executives in charge of music for Warner Bros. : Gary Le Mel & Doug Frank
Mastered by Tom Coyne at Sterling Sound, New York, NY

Timbaland & Magoo - Under Construction Part II (2003)

1. Intro (Straight Outta Virginia)
(T. Mosley)
Virginia Beach Music, WB Music Corp. (ASCAP)

2. Cop That Shit (featuring Missy Elliott)
T. Mosley, M. Barcliff, M. Elliott, L. Williams, E. Barrier, W. Griffin, L. Moorer, F. Byrd, E. Archer, R. Beavers, J. Hill, P. Joyner, D. Taylor, H. Thompson)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Mass Confusion Music, WB Music Corp./Kingston 8 Publishing (ASCAP)/Universal Songs Of Polygram International, Inc/Robert Hill Music (BMI)/King Of the Hill Publishing admin. By Bughouse Music/Songs of Universal, Inc./Top Billin Music/Universal-MCA Music Publishing/First Priority Music Publishing (ASCAP)/Rabasse Music, Ltd. Admin by WB Music Corp. (ASCAP)/Bridgeport Music, Inc. Jabee Music (BMI)

Contains re-sung elements from "I Know You Got Soul (Rap Version)" (E. Barrier/W. Griffin). Universal Songs of Polygram, Inc/Robert Hill Music (BMI). Used By Permission. All Rights Reserved;
Contains re-sung elements from "Paper Thin" (L. Moorer/F. Byrd). King Of the Hill Publishing (admin. By Bughouse Music)/Songs of Universal, Inc./Top Billin Music/Universal-MCA Music Publishing/First Priority Music Publishing (ASCAP). Used By Permission. All Rights Reserved;
Contains re-sung elements from "I Got It Made" (E. Archer/R. Beavers/J. Hill/P. Joyner/D. Taylor/H. Thompson). Rabasse Music, Ltd. (admin by WB Music Corp.) (ASCAP)/Bridgeport Music, Inc. Jabee Music (BMI). Used By Permission. All Rights Reserved. Sample Clearance Services : Music Resources, Inc.

3. Shenanigans (featuring Bubba Sparks)
(T. Mosley, M. Barcliff, L. Williams, W. Mathis)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Kingston 8 Publishing/Warren Mathis Publishing (ASCAP)
Guitar : Bill Pettaway

4. Leavin' (featuring "Attitude")
(T. Mosley, M. Barcliff, T. Clayton)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Timothy Clayton Publishing Designee

5. That Shit Ain't Gonna Work
(T. Mosley, M. Barcliff, T. Clayton)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Timothy Clayton Publishing Designee
Background Vocals : Raje Shwari

6. Don't Make Me Take It There (featuring Frank Lee White)
(T. Mosley, J. Nitti, B. McMichael, L. Williams)
Virginia Beach Music, WB Music Corp./Shits and Giggles Music/Fuck You Pay Me Music/Kingston 8 Publishing (ASCAP)
Background Vocals : Raje Shwari

7. Indian Flute (featuring Sebastian and Raje)
(T. Mosley, M. Barcliff, G. Mosley, R. Shwari Parmar)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/757 Music (ASCAP)/Mahaveer Music (BMI)
Hindi lyric adaptation by Sonia Chadha

8. Can We Do It Again
(T. Mosley, M. Barcliff, T. Clayton)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Timothy Clayton Publishing Designee

9. Naughty Eye (featuring Raje Shwari)
(T. Mosley, G. Mosley, M. Barcliff, R. Shwari Parmar)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/757 Music (ASCAP)/Mahaveer Music (BMI)

10. N 2 Da Music (featuring Brandy)
(T. Mosley, M. Barcliff, T. Clayton)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Timothy Clayton Publishing Designee
Guitar : Bill Pettaway

11. Hold On (featuring Wyclef Jean)
(T. Mosley, M. Barcliff, W. Jean, T. Clayton)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Huss-Zwingli Publishing Inc., Sony ATV (ASCAP), Timothy Clayton Publishing Designee

12. Insane (featuring Candice "Gg" Nelson)
(T. Mosley, M. Barcliff, G. Mosley, W. Millsap)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/757 Music (ASCAP)/Conjuction Muic EMI-April Music, Inc. (ASCAP)
Guitar : Kevin "Phantom" Rudolf"

13. Throwback
(T. Mosley, M. Barcliff, L. Williams, J. Smith, D. Simon, D. Coffey)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/Kingston 8 Publishing/Universal Music Corp./LL Cool J Music admin by Sony-ATV Tunes, LLC/Interior Music, Corp./EMI-Virgin Songs/La Posse Music (ASCAP)
Guitar : Kevin "Phantom" Rudolf"
Background Vocals : Raje Shwari
Scratch Cuts : Baker Boyz

Contains re-sung elements from "Jingling Baby" (J. Smith/D. Simon/D. Coffey)
Universal Music Corp./LL Cool J Music (admin by Sony-ATV Tunes, LLC)/Interior Music, Corp./EMI-Virgin Songs/La Posse Music (ASCAP). Used By Permission. All Rights Reserved. Sample Clearance Services : Music Resources, Inc.

14. Kold Cutz
(T. Mosley, M. Barcliff, G. Mosley)
Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/757 Music (ASCAP)
Keyboards : Hannon Lane

15. I Got Luv 4 Ya
(D. Myers, T. Mosley, M. Barcliff, G. Mosley)
Soul On Soul, EMI Publishing/Virginia Beach Music, WB Music Corp./Surrounded By Idiots Music/757 Music (ASCAP)

16. Naughty Eye II ("Hips") (featuring Beenie Man)
(T. Mosley, M. Davis, M. Barcliff, R. Shwari Parmar)
Virginia Beach Music, WB Music Corp./EMI Blackwood Music Inc. o/b/o EMI Music Publishing Ltd. (BMI)/Surrounded By Idiots Music/Mahaveer Music (BMI)
Keyboards : Steven "Lenky" Marsden

All songs produced by Timbaland for Timbaland Productions except:
"I Got Luv 4 Ya" produced by Heavy D for Boiler Room Prodcutions
"Don't Make Me Take It There" produced by J. Nitti for Smak Clan Productions

Missy Elliott appears courtesy of Goldmine/Elektra Records
Brandy appears courtesy of Atlantic Records
Bubba Sparxxx appears courtesy of Beat Club/Interscope Records
Wyclef Jean appears courtesy of Yclef Records Inc./J. Records
Beenie Man appears courtesy of Virgin Records
Raje Shwari appears courtesy of Pettaway Music/Timbaland Productions
Sebastian appears courtesy of Beat Club/Interscope Records
Candice "Gg" Nelson appears courtesy of Conjuction Productions
Timothy "Attitude" Clayton appears courtesy of Centa Street Records/Hard knox Ent.
Frank Lee White appears courtesy of Smak Clan Productions/Timbaland Productions

All songs recorded by Demacio "Demo" Castellon and Senator Jimmy D.
All songs recorded at Hit Factory Criteria, Miami, FL
All songs mixed by Timbaland and Jimmy Douglass
Assistant Mix Engineer : Halsey Quemere
All songs mixed at Manhattan Center Studios, Studio 4, NY, NY (except)
"Cop That Shit" mixed at Hit Factory Criteria, Miami, Fl
Mastered by Michael Fuller
Mastered at Fullersound, Inc., Miami, FL

A&R : Timbaland & Magoo
Executive Producers : Timbaland, Barry Hankerson, Jomo Hankerson
Timbaland's Management : Flent Coleman
Project Supervisors : Heater Hankerson & Eric Spence
Production Coordinator : Kare Body for Body, Inc.
Legal Representation : Louise West

Tweet - Southern Hummingbird (2002)

1. SO MUCH TO SAY - INTRO
Produced by Nisan for Big Black Entertainment, Inc./Hit Men/Bad Boy Management and Craig Brockman
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Nisans Music/Craig Man Music (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

2. MY PLACE
Produced by Nisan for Big Black Entertainment, Inc./Hit Men/Bad Boy Management and Craig Brockman
Lead guitar : Lil Charlie
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Nisans Music/Craig Man Music (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

3. SMOKING CIGARETTES
Produced by Tweet
Additional production : Nisan Stewart, Craig Brockman
Guitar : Jubu Smith
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp. (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

4. BEST FRIEND (featuring Bilal)
Produced by Tweet
Additional production : Nisan Stewart, Craig Brockman
Lead guitar : Lil Charlie
Bass : Dontae
Written by C. Keys, B. Oliver; Fo Shawna Productions/Mass Confusion Music/WB Music Corp. (ASCAP)/Jazzmen Publishing Warner Chappell (BMI)
Recorded at The Village Recorder (Los Angeles, CA) and Trac Ken (Los Angeles, CA)
Mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

Bilal appears courtesy of Interscope Records

5. ALWAYS WILL
Produced by Jubu and Nisan for Big Black Entertainment, Inc./Hit Men/Bad Boy Management
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Nisans Music/Dango Music Publishing (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

6. BOOGIE 2NITE
Produced by Jubu and Nisan for Big Black Entertainment, Inc./Hit Men/Bad Boy Management
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Nisans Music/Dango Music Publishing (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

7. OOPS (OH MY) (feat. Missy "Misdemeanor" Elliott)
Produced by Timbaland for Timbaland Productions, Inc.
Written by C. Keys, M. Elliott; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Mass Confusion Music/WB Music Corp./Virginia Beach Music/WB Music Corp. (ASCAP)
Recorded at Westlake Audio (Los Angeles, CA)
Mixed at The Village Recorder (Los Angeles, CA) and Manhattan Center (New York, NY)
Engineered by Senator Jimmy D
Mixed by Jimmy Douglass

Missy Elliott appears courtesy of Goldmind, Inc./Elektra Entertainment Group, Inc.

8. MAKE UR MOVE
Produced by Timbaland for Timbaland Productions, Inc.
Written by C. Keys; Fo Shawna ProductionsMass Confusion Music/WB Music Corp./Virginia Beach Music/WB Music Corp. (ASCAP)
Recorded at Westlake Audio (Los Angeles, CA)
Mixed at The Village Recorder (Los Angeles, CA) and Manhattan Center (New York, NY)
Engineered by Senator Jimmy D
Mixed by Jimmy Douglass

9. MOTEL
Produced by Tweet
Written by C. Keys; S. Weems; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Susan Weems Music (ASCAP)
Recorded and mixed at Westlake Audio (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

10. BEAUTIFUL
Produced by Craig Brockman
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Craig Man Music (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

11. COMPLAIN
Produced by Tweet
Additional production : Nisan Stewart, Craig Brockman
Steel guitar : Greg Leiz
Written by C. Keys, S. Weems; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Susan Weems Music (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

12. HEAVEN
Produced by Tweet
Additional production : Craig Brockman and Timbaland for Timbaland Productions, Inc.
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Craig Man Music/Virginia Beach Music/WB Music Corp. (ASCAP)
Recorded at The Village Recorder (Los Angeles, CA)
Mixed at Westlake Audio (Los Angeles, CA)
Engineered by Dylan Dresdow and Senator Jimmy D
Mixed by Dylan Dresdow

13. CALL ME
Produced by Timbaland for Timbaland Productions, Inc.
Written by C. Keys, M. Elliott; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Mass Confusion Music/WB Music Corp./Virginia Beach Music/WB Music Corp. (ASCAP)
Recorded and mixed at Westlake Audio (Los Angeles, CA) and Manhattan Center (New York, NY)
Engineered by Senator Jimmy D
Mixed by Jimmy Douglass

14. DRUNK
Produced by Tweet
Additional production : Craig Brockman
Written by C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp./Craig Man Music (ASCAP)
Recorded and mixed at The Village Recorder (Los Angeles, CA)
Engineered and mixed by Dylan Dresdow

15. SOUTHERN HUMMINGBIRD - OUTRO

16. SEXUAL HEALING (OOPS PT. 2)
Produced by Timbaland for Timbaland Productions, Inc.
Written by T. Mosley - Virginia Beach Music/WB Music Corp. (ASCAP), C. Keys; Fo Shawna Productions/Mass Confusion Music/WB Music Corp. (ASCAP), C. Young, Whodahellesleitsgonb (ASCAP)
Recorded at Manhattan Center (New York, NY) & Westlake Audio (Los Angeles, CA) by Senator Jimmy D & Tyson Leeper
Mixed at Manhattan Center (New York, NY) by Jimmy Douglass

17. BIG SPENDER (Missy "Misdemeanor" Elliott)
Produced by Troy Johnson for Nature's Finest Productions/QDIII Soundlab & Missy Elliott for Mass Confusion Productions, Inc.
Written by Troy Johnson - Music Of Windswept/QDIII Soundlab/16 Years Young Music (ASCAP) & M. Elliott - Mass Confusion Music/WB Music Corp. (ASCAP)
Recorded at The Hit Factory Criteria in Miami, FL by Carlos Bedoya , Nature's Finest Studios in Los Angeles, CA & Westlake Studios in Los Angeles, CA by Tyson Leeper
Mixed at Larrabee North Universal City, CA by Manny Marroquin

Contains sampled elements from "Big Spender" from "Sweet Charity Original Broadway Album", licensed from Sony Classical, a division of Sony Music Entertainment, Inc.

Executive Producers : Missy "Misdemeanor" Elliott for GoldMind, Inc., Timbaland for Timbaland Productions, Inc. and Charlene "Tweet" Keys

A&R : Merlin Bobb and Jay Brown
A&R Administration : Yaneley Arty
A&R Coordinators : Pier Humphrey, Charles "Ja'maike" Pinede and Andre Johnson
Product Manager : Al Branch
Management : Mona Scott/Violator Management
Mastered at Bernie Grundman Mastering
Booking Agent : Cara Lewis/William Morris Agency
Legal : Scott Feicher/Feicher & Freifeld

Ms. Jade - Girl Interrupted (2002)

1. INTRO
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP)
Vocals by : Timbaland
Produced by : Timbaland
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

2. JADE'S THE CHAMP
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Timbaland & Rhonesha Howerton
Produced by : Timbaland
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

3. SHE'S A GANGSTA
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Tweet & Timbaland
Produced by : Timbaland
Keyboards by : Scott Storch
Strings arranged and conducted by : Larry Gold
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

4. THE COME UP
Written by : P. Williams for Waters of Nazareth Publishing/EMI Blackwood Music Inc. (BMI), C. Hugo for Chase Chad Music/EMI April Music Inc., C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade & Pharrell Williams
Produced by : The Neptunes
Recorded and Mixed by : Andrew Coleman
Recorded and Mixed @ : Master Sound Studios, VA
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

5. CHING CHING featuring Nelly Furtado
Written by : N. Furtado for Nelstar Publishing (SOCAN), G. Eaton for Mawga Dawg Inc./Sony/ATV Music Publishing Canada (SOCAN), B. West for Worldwide West Music Inc./Sony/ATV Music Publishing Canada (SOCAN), T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), G. Mosley for 757 Music (ASCAP)
Vocals : Timbaland, Ms Jade & Nelly Furtado
Produced by : Timbaland
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded @ : Manhattan Center Studios, NYC & Westlake Studios, LA
Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

Contains elements from "Baby Girl" (N. Furtado/G. Eaton/B. West).
Nelstar Publishing, Inc. (SOCAN/Sony-ATV Music Publishing Canada/Mawga Dawg, Inc./,Worldwide West Music (Admin. by Sony-ATV Tunes, LLC.) (ASCAP).
Used by permission. All rights reserved. Performed by Nelly Furtado. Used courtesy of Dreamworks Records. By arrangement with Universal Music Enterprises.

Sample clearance services : Robin Hill @ Music Resources, Inc.

6. GET AWAY featuring Nesh
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), R. Howerton for Shatice 1 (BMI)
Vocals : Ms Jade
BG vocals by : Ms Jade & Rhonesha Howerton
Produced by : Timbaland
Guitar by : Paul Blake
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer


7. CHING CHING - PART TWO featuring Timbaland
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Timbaland, Ms Jade & Raje Shwari
Produced by : Timbaland
Engineered by : Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer


8. STEP UP
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Timbaland
Produced by : Timbaland
Engineered by : Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

9. INTERLUDE
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP)
Vocals : Timbaland
Produced by : Timbaland
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

10. COUNT IT OFF featuring Jay-Z
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), S. Carter for Lil Lulu Music (BMI), J. Brown for Dynatone Publishing Co. (Admin. by Unichappell Music, Inc.) (BMI) / Crited Music (Admin. by Unichappell Music, Inc.) (BMI)
Vocals : Ms Jade & Jay-Z
BG vocals by : Timbaland & Rhonesha Howerton
Produced by : Timbaland
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

Contains elements from "We Want To Parrrty, Parrrty, Parrrty" (J. Brown). Dynatone Publishing Co. (Admin. by Unichappell Music, Inc.) (BMI). Used by permission. All rights reserved. Performed by Lyn Collins. Used courtesy of Universal Music Enterprises; "The Message From The Soul Sisters" (J. Brown). Crited Music (Admin. by Unichappell Music, Inc.) (BMI). Used by permission. All rights reserved. Performed by Vicki Anderson. Used courtesy of Universal Music Enterprises.

Sample clearance services : Robin Hill @ Music Resources, Inc.


11. REALLY DON'T WANT MY LOVE featuring Missy Elliott
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), Melissa Elliott for Mass Confusion Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), J. Brown for Dynatone Publishing Co. (Admin. by Unichappell Music, Inc.) (BMI) / Crited Music (Admin. by Unichappell Music, Inc.) (BMI)
Vocals : Ms Jade & Missy Elliott
BG vocals by : Missy Elliott
Produced by : Timbaland
Engineered by : Steve Penny & Senator Jimmy D, assisted by Aaron Fessel
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded @ : Manhattan Center Studios, NYC & Westlake Studios, LA
Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

Contains elements from "We Want To Parrrty, Parrrty, Parrrty" (J. Brown). Dynatone Publishing Co. (Admin. by Unichappell Music, Inc.) (BMI). Used by permission. All rights reserved. Performed by Lyn Collins. Used courtesy of Universal Music Enterprises;

Sample clearance services : Robin Hill @ Music Resources, Inc.

12. DEAD WRONG featuring Nate Dogg
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), N. Hale for Nate Dogg Music (BMI)
Vocals : Ms Jade
BG vocals by : Nate Dogg & Timbaland
Produced by : Timbaland
Guitar by : Bill "Big Head" Pettaway
Engineered by : Steve Penny & Senator Jimmy D
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

13. FEEL THE GIRL
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Tweet & Timbaland
Produced by : Timbaland
Keyboards by : Scott Storch
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded @ : Capitol Studios, LA & Manhattan Center Studios, NYC
Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

14. BIG HEAD
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP), R. Howerton for Shatice 1 (BMI), Mary Melina/ for Dynagirl
Vocals : Ms Jade & Rhonesha Howerton
BG vocals by : Timbaland & Mary Melina
Produced by : Timbaland
Guitar by : Bill "Big Head" Pettaway
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

15. DIFFERENT
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade
BG vocals by : Ms Jade, Rhonesha Howerton
Produced by : Timbaland
Guitar by : Paul Blake
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded & Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

16. WHY YOU TELL ME THAT featuring Lil' Mo
Written by : T. Mosley for Virginia Beach Music/WB Music Corp (ASCAP), C. Young for Whothehellesleitsgonb (ASCAP)
Vocals : Ms Jade & Lil' Mo
BG vocals by : Tweet & Timbaland
Produced by : Timbaland
Strings arranged and conducted by : Larry Gold
Engineered by : Senator Jimmy D & Steve Penny
Mixed by : Timbaland & Jimmy Douglass, assisted by Steamy
Recorded @ : Manhattan Center Studios, NYC & Westlake Studios, LA
Mixed @ : Manhattan Center Studios, NYC
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

17. KEEP UR HEAD UP featuring Nesh
Written by : C. Young for Whothehellesleitsgonb (ASCAP), R. Howerton for Shantice 1 (BMI), and D. Barlam Jr. for Unique World Publishing (BMI), J. Alexander for J.A. Music Publishing (ASCAP)
Vocals : Ms Jade
BG vocals by : Rhonesha Howerton, Takia Woodson, and Jeremy Alexander Don-Ya-Alla
Produced by : Dan & Jay (The Beat Brokers) for 215 Entertainment, Joe Staxx for Mewzic Monsterz and Maurice Wilcher for Mo Tunes Productions
Arranged by : Dan & Jay , Maurice Wilcher
Logic engineer : Dan & Jay, assist. Terrance Glascow
Mixed by : Jimmy Douglass, assist. Steamy
Recorded @ : Rare Form Studios, Philly
Mixed @ : Manhattan Center Studios, NYC
Arranged by : Ab Liva, Dan & Jay
Mastered @ : Sterling Sound Studios, NYC
Mastered by : Chris Gehringer

Executive Producer : Mozart Timadeas

Associate Executive Producers : Eric Spence, Marcus Spence, Michele Robinson & Terrance Glascow
A&R Direction : Munir Bashir
Marketing Director : Ashley Fox & Rob Caiafffa
Art Direction : Drew FitzGerald for FACET CREATIVE Ny/La
Production Coordinator : Andrew Van Meter
Management Contact : Terrance Glascow for Rare Form Productions (215) 243-0501

Timbaland appears courtesy of Blackground Records
Tweet appears courtesy of Elektra Entertainment Group
Nelly Furtado appears courtesy of Dreamworks Records
Jay-Z appears courtesy of Roc-A-Fella Records
Missy Elliott appears courtesy of Goldmind Inc./Elektra Entertainment Group
Nate Dogg appears courtesy of Elektra Entertainment Group
Lil1 Mo appears courtesy of Elektra Entertainment Group
Raje Shwari appears courtesy of Pettaway Music