1 Hands Up 3:35 2 Labor Day (It's A Holiday) Drums, Piano – Will I Am Horns – Printz Board, Tim "Izo" Orindgreff 3:58 3 Let's Get Retarded Backing Vocals – Noelle Scaggs Drums – Terence Yoshiaki Engineer [Vocals] – Dylan Dresdow 3:35 4 Hey Mama Synthesizer [Wurlitzer] – Will I Am Vocals – Tippa Irie 3:34 5 Shut Up Engineer [Additional], Synthesizer [Pro Tools] – Tal Herzberg Guitar – Ray Brady Producer [Additional Vocals] – Ron Fair Vocals [Sample] – Kurtis Blow 4:56 6 Smells Like Funk Backing Vocals – Noelle Scaggs, Terry Dexter Trombone – Elizabeth Ann Lea 5:04 7 Latin Girls Congas, Shaker – Davey Chegwidden Drums – Terence Yoshiaki Guitar [Guitarron] – Mike Fratantuno Percussion – Chuck Prada Piano – Ron Fair Saxophone, Flute – Tim "Izo" Orindgreff Trumpet – Printz Board Vocals – Dante Santiago, Debbie Nova 6:17 8 Sexy Piano – Sergio Mendez 4:43 9 Fly Away Guitar – Ray Brady 3:35 10 The Boogie That Be Engineer – Jun Ishizeki Synthesizer, Mixed By – Will I Am Vocals – John Stephens 5:12 11 The Apl Song Engineer – Jason Villaroman Producer, Drum Programming – Apl. De Ap 2:54 12 Anxiety Bass, Guitar – Tobin Clavinet – Will I Am Drums – Dave Buckner Mixed By – Chris Lord-Alge Vocals – Jacoby Shaddix 3:38 13 Where Is The Love Bass [Upright], Acoustic Guitar – Mike Fratantuno Clavinet – Printz Board, Will I Am Engineer [Additional], Synthesizer [Pro Tools] – Tal Herzberg Producer, Arranged By [Strings], Conductor [Strings] – Ron Fair Recorded By [Strings] – Frank Wolf Synthesizer [Moog] – Printz Board Vocals – Allan Pineda, Jamie Gomez, Justin Timberlake 4:46 14 Third Eye Percussion – Chuck Prada Written-By, Mixed By, Engineer, Producer – Will Adams 3:44 UK Bonus 15 Rock My Shit 3:52 16 What's Goin Down 2:41
Recorded At – The Stewchia Recorded At – Glenwood Place Studios Recorded At – Record Plant, Los Angeles Recorded At – Enterprise Studios Recorded At – Velvet Tone Studios Backing Vocals – Dante Santiago (tracks: 1, 3, 4, 6, 10) Bass – Mike Fratantuno (tracks: 1, 2, 3, 6, 13, 14, 15) Drum Programming – Will I Am (tracks: 1, 4, 6 to 10) Guitar – George Pajon Jr. (tracks: 1, 3, 5 to 8, 10, 13, 15), J. Curtis (tracks: 5, 7, 11, 13) Producer – Will I Am (tracks: 1 to 16) Synthesizer [Moog] – Will I Am (tracks: 1, 4, 5, 8 to 11, 13) Vocals – Apl. De Ap (tracks: 1 to 3, 5 to 7, 11, 12), Fergie (tracks: 1 to 5, 8 to 11, 13, 14), Taboo (tracks: 1 to 3, 5 to 7, 15), Will I Am (tracks: 1 to 10, 12 to 16)
UK Special Edition pressed by Sony DADC
"Shut Up" contains a short vocalsample from "Tough" by Kurtis Blow. |