| A1	Now You're Gone Bass – Willie Weeks
 Drums, Backing Vocals – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Written-By – Curtis Mayfield, Joseph Scott
 5:03
 A2	Ninety Nine And One Half
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Tenor Saxophone – Andrew Love
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Eddie Floyd, Steve Cropper, Wilson Pickett
 3:47
 A3	What Kind Of Woman Is This?
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums [& Optigan] – Steve Jordan
 Guitar – Danny Kortchmar
 Horns [Arrangement] – Lester Snell, Willie Mitchell
 Keyboards – Bernie Worrell
 Tenor Saxophone – Andrew Love
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Buddy Guy
 5:17
 B1	Somebody's Sleeping In My Bed
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Tenor Saxophone – Lannie McMillan
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Allen A. Jones, Bettye Crutcher
 6:25
 B2	I Put A Spell On You
 Bass – Myron Dove
 Drums – Steve Jordan
 Keyboards – Chester Thompson (2), Ivan Neville
 Lead Guitar, Rhythm Guitar – Carlos Santana
 Percussion – Luis Conte
 Written-By – Screamin' Jay Hawkins
 4:04
 B3	On A Saturday Night
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Tenor Saxophone – Lannie McMillan
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Eddie Floyd, Steve Cropper
 3:18
 C1	Ain't No Sunshine
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Keb Mo
 Horns [Arrangement] – Lester Snell, Willie Mitchell
 Keyboards – Bernie Worrell
 Lead Vocals, Backing Vocals – Tracy Chapman
 Tenor Saxophone – Andrew Love
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Bill Withers
 3:25
 C2	I've Got Dreams To Remember
 Baritone Saxophone, Flute – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Keyboards – Bernie Worrell
 Lead Vocals, Backing Vocals, Guitar – John Mayer
 Tenor Saxophone – Andrew Love
 Trombone – Jack Hale*
 Trumpet – Ben Cauley
 Written-By – Joe Rock, Otis Redding, Zelma Redding
 4:56
 C3	Lay Lady Lay
 Baritone Saxophone, Flute, Horns [Arrangement] – Jim Horn
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Keb Mo
 Keyboards – Bernie Worrell
 Lead Vocals, Backing Vocals – Anthony Hamilton
 Pedal Steel Guitar – Robert Randolph
 Written-By – Bob Dylan
 4:35
 C4	Cheaper To Keep Her / Blues In The Night
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Written-By – Bonny Rice, Harold Arlen, J. Mercer*
 6:17
 D1	Cut You Loose
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Written-By – Mel London
 7:39
 D2	The Price You Gotta Pay
 Bass – Willie Weeks
 Drums, Backing Vocals – Steve Jordan
 Guitar – Keb Mo
 Keyboards, Backing Vocals – Ivan Neville
 Lead Guitar – Keith Richards
 Written-By – Keb Mo
 3:41
 D3	Do Your Thing
 Bass – Willie Weeks
 Drums – Steve Jordan
 Guitar – Danny Kortchmar
 Keyboards – Bernie Worrell
 Written-By – Isaac Hayes
 4:07
 Companies, etc.
 Manufactured By – Music On Vinyl B.V.
 Distributed By – Music On Vinyl B.V.
 Manufactured For – Sony Music Entertainment
 Phonographic Copyright (p) – Zomba Recording LLC
 Copyright (c) – Zomba Recording LLC
 Made By – Zomba Label Group
 Pressed By – Record Industry – 20413
 Recorded At – Brooklyn Recording
 Mastered At – Sterling Sound
 Credits
 Artwork – Anita Marisa Boriboon
 Engineer [Assisting] – Paul Smith (18)
 Lead Vocals, Lead Guitar – Buddy Guy
 Mastered By – Greg Calbi
 Mixed By – Martin Pradler (tracks: B2)
 Other [Assistant] – Bo Mitchell, Hatsukazu Inagaki
 Other [Stylist] – Nicole Schneider
 Photography By – Derrick Santini
 Producer – Carlos Santana (tracks: B2)
 Producer, Mixed By – Steve Jordan (tracks: A1 to B1, B3 to D3)
 Recorded By [Additional] – Kevin Houston
 Recorded By [Anthony Hamilton] – Bruce Irvine (tracks: C3)
 Recorded By [Assisting], Mixed By [Assisting] – Jun Murakawa
 Recorded By [Guitars & Vocals] – Chester Thompson (2)
 Recorded By [Keyboards & Bass] – Jim Gaines
 Recorded By [Tracy Chapman's Vocals] – Jared Miller (tracks: C1)
 Recorded By, Mixed By – Don Smith (tracks: A1 to B1, B3 to D3)
 Technician [Drums & Guitars] – Artie Smith
 Tracking By – Martin Pradler
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