Recorded in 1994/95 at PCP Labs. Mixed at Conway Studios. Except "Minus" recorded at G-Son Studios and "Ramshackle" recorded at The Shop, Sunset Sound and Conway Studios and mixed at Conway Studios.

All songs published by Youthless / Kobalt Music Publishing / Dust Brothers Music ASCAP except "Ramshackle", "Lord Only Knows" and "Minus" published by Youthless / Kobalt Music Publishing ASCAP

"Devil's Haircut" contains a sample from "Out Of Sight" (James Brown) published by Fort Knox Music BMI, performed by Them, courtesy of the Decca Record Co.; a sample from "Soul Drums" (Bernard Purdie) published by Tenryk Music BMI, performed by Pretty Purdie, courtesy of Sony Music; and elements from "I Can Only Give You Everything" (Philip Coulter/Thomas Scott) published by Carbert Music ASCAP.

"Hotwax" contains a sample from "Song For Aretha" (Bernard Purdie/Horace Ott/Robert Thiele) published by Tenryk Music/Well Made Music BMI, performed by Pretty Purdie; and a sample from "Up On The Hill" (Monk Higgins/Alexandra Brown) published by Special Agent Co./Tippy Music Publishing ASCAP, performed by Monk Higgins & The Specialties, courtesy of Blue Note Records, a division of Capitol Records, Inc.

"Lord Only Knows" contains elements from "Lookout For Lucy" (Mike Millius/Don Thomas) published by Southern Music Publishing Company, Inc. ASCAP performed by Mike Millius, courtesy of MCA Records, Inc.

"The New Pollution" contains a sample from "Venus" (Brad Baker) published by Sonny Lester Music Publishing Co. ASCAP, performed by Joe Thomas, courtesy of LAC Ltd.

"Jack-ass" contains a sample from "It's All Over Now, Baby Blue" (Bob Dylan) published by Special Rider Music SESAC, performed by Them, courtesy of Decca Record Co.

"Where It's At" contains a sample from "Needle To The Groove" (Embden Toure/Khaleel Kirk) published by Hit And Hold Music, Inc. ASCAP, performed by Mantronix, courtesy of Warlock Records.

"Sissyneck" contains elements from "The Moog And Me" (Dick Hyman) published by Eastlake Music, Inc. ASCAP, performed by Dick Hyman, courtesy of MCA Records, Inc. and elements from "A Part Of Me" (Paris/Taylor) published by Zethus Music, administered by Chappell & Co., Inc. ASCAP. All Rights Reserved. Used by permission.

"Readymade" contains excerpts from "Desafinado" (Antonio Carlos Jobim/Newton Mendonca) published by Bendig Music/Corcovado Corp. BMI, performed by Laurindo Almeida And The Bossa Nova All Stars, courtesy of Blue Note Records, a division of Capitol Records, Inc.

"High 5 (Rock The Catskills)" contains elements from "Mr. Cool" (Vincent Willis) published by Cotillion Music Inc./NAP Publishing Co./ Sylheart Publishing Co., administered by Warner-Tamerlane Publishing Co., Inc. BMI performed by Rasputin's Stash, courtesy of Atlantic Recording Corp., by arrangement with Warner Special Products, Inc.