1 | Lost InnocenceAlto Saxophone – Jim HornBacking Vocals [Background Vocals] – Carol Chase, Kin VassyBass – Bob WrayDrums – James StroudHarmonica, Percussion – Terry McMillanKeyboards [Fairlight Ii] – J.J. JeczalikKeyboards, Synthesizer – Ann DudleyProducer – Ann Dudley, Art Of Noise, J.J. JeczalikSounds [All Other Weird Sounds] – Art Of Noise, TheWritten-By – A. Dudley, J.J. Jeczalik | 3:50 |
2 | Kickin' AsphaltArranged By [Horn] – Jim HornBass – Joe ChemayDrums – Paul LeimEngineer – John GuessGuitar – James Burton, John Fogerty, Steve CropperKeyboards – Larry KnechtelProducer – Duane EddySynthesizer – Erich Buller, Larry KnechtelTenor Saxophone – Jim HornWritten-By – D. Eddy, L. Knechtel | 3:51 |
3 | Rockestra ThemeBass, Backing Vocals [Background Vocals] – Paul McCartneyDrums, Backing Vocals [Background Vocals] – Charlie MorganEngineer – John JacobsEngineer [Second] – 'Mini Matt' HoweKeyboards [Keyboards, Fairlight], Backing Vocals [Background Vocals] – Nick Glennie-SmithPiano, Backing Vocals [Background Vocals] – Phil PickettProducer – Paul McCartneyTenor Saxophone – Jim HornWritten-By – P. McCartney | 4:04 |
4 | Los CompañerosBass – Buell NeidlingerDrums – Rick MarrottaPercussion – Emil RichardsProducer – Ry CooderRhythm Guitar [Acoustic] – David LindleySteel Guitar [Slide Guitar], Acoustic Guitar – Ry CooderWritten-By – R. Cooder | 4:17 |
5 | The TremblerDrums – Jim KeltnerEngineer – Richard DoddKeyboards, Synthesizer, Bass – Jeff LynneProducer – Jeff LynneSteel Guitar [Slide Guitar] – George HarrisonTenor Saxophone – Jim HornWritten-By – D. Eddy, R. Shankar | 3:33 |
6 | Last Look BackArranged By [Horn] – Jim HornBass – Joe ChemayDrums – Paul LeimEngineer – John GuessGuitar – James Burton, Steve CropperProducer – Duane EddySynthesizer – Erich Buller, Larry KnechtelTenor Saxophone – Jim HornWritten-By – D. Eddy, L. Knechtel | 4:43 |
7 | SpiesBass – Bob WrayDrums – James StroudEngineer – Chris Potter, William DeatonKeyboards – Ann DudleyKeyboards [Fairlight Ii] – J.J. JeczalikPercussion – Terry McMillanProducer – Ann Dudley, Art Of Noise, J.J. JeczalikSoprano Saxophone – Jim HornSounds [All Other Weird Sounds] – Art Of Noise, TheWritten-By – A. Dudley, J.J. Jeczalik | 3:16 |
8 | Rockabilly HolidayEngineer – Richard DoddProducer – Jeff LynneRhythm Guitar, Drums, Bass, Synthesizer – Jeff LynneWritten-By – J. Lynne | 3:49 |
9 | Blue CityBass – Buell NeidlingerDrums – Rick MarrottaProducer – Ry CooderRhythm Guitar – David LindleySteel Guitar [Slide Guitar], Acoustic Guitar – Ry CooderWritten-By – R. Cooder | 5:12 |
10 | Theme For Something Really ImportantBaritone Saxophone – Jim HornDrums – Jim KeltnerEngineer – Richard DoddKeyboards, Synthesizer, Bass – Jeff LynneProducer – Jeff LynneSteel Guitar [Slide Guitar] – George HarrisonWritten-By – J. Lynne | 4:11 |