1	Takin' Off Written-By M. Brown 3:52 2	Heart Of Fire Written-By P. Henderson 3:52 3	Does It Feel Good Written-By W. Hall Jr. 5:45 4	Give Up The Funk (Let's Dance) Arranged By [Horns] – Carlos Ward Drums [Additional] – Tyrone "Turkey" Govane Engineer [Assistant] – Doug Grinburgs, Matthew Weiner Keyboards [Additional] – John Adams Mixed By [Additional] – Michael Hutchinson Written-By C. Ward 6:14 5	Closer Written By M. Durio 3:33 6	Have Some Fun Written-By C. Ward 5:20 7	Better Late Than Never Written-By J. Rasool 5:32 8	Funk Theory Written-By B. Blue, G. Shury, R. Rokeo 4:21 Bonus Tracks 9	Give Up The Funk (Original Single Version)	3:33 10	Better Late Than Never (Original Single Version)	4:26 11	Have Some Fun (Original Single Version)	3:44 12	Does It Feel Good (Original Promo 12" Version)	6:26 13	Let Me Be The One (Original 12" Version)	6:07 14	Midnight Beat (Original 12" Version)	5:10
  Alto Saxophone, Flute – Carlos Ward Arranged By [Horns, Rhythm, Strings], Conductor, Keyboards, Synthesizer – Gary Scott Arranged By [Rhythm, Vocals] – B.T. Express Bass, Lead Vocals – Jamal Rasool Drums – Buddy Williams Guitar, Lead Vocals – Rick Thompson Keyboards [Additional] – Howard Westley "Butch" Stevens Lead Guitar, Vocals – Wesley "Pike" Hall, Jr. Percussion, Vocals – Dennis Rowe Producer, Arranged By [Rhythm, Vocals] – Morrie Brown Tenor Saxophone, Vocals – Bill Risbrook |