| 1 | I Stand AccusedBacking Vocals – Selina AlbrightBass Guitar, Flute, Arranged By [Vocal] – Gerald AlbrightGuitar – Darrell CrooksProducer, Arranged By, Keyboards – Rex RideoutStrings, Arranged By [Strings] – Mark CargillWritten-By – William Butler, Jerry Butler | 5:11 |
| 2 | Theme From "The Men"Guitar – Errol CooneyProducer, Arranged By – Gerald AlbrightStrings, Arranged By [Strings] – Mark CargillWritten-By – Isaac Hayes | 5:08 |
| 3 | Walkin' Down Beale StreetFeaturing, Tenor Saxophone – Kirk WhalumGuitar – Rick WatfordProducer, Arranged By, Bass Guitar – Gerald AlbrightWritten-By – Gerald Albright | 4:31 |
| 4 | Cheaper To Keep HerProducer, Arranged By – Gerald AlbrightWritten-By – Mack Rice | 4:23 |
| 5 | W.C. Handy HopGuitar – Rick WatfordProducer, Arranged By, Percussion – Gerald AlbrightWritten-By – Gerald Albright | 4:34 |
| 6 | Who's Making LoveArranged By [Horns] – Gerald AlbrightProducer, Arranged By, Keyboards – Rex RideoutWritten-By – Bettye Crutcher, Don Davis , Homer Banks, Raymond Jackson | 4:16 |
| 7 | Knock On WoodProducer, Arranged By, Keyboards – Rex RideoutWritten-By – Eddie Floyd, Steve Cropper | 4:04 |
| 8 | Memphis PassionElectric Guitar, Acoustic Guitar – Rick WatfordKeyboards – Arlington JonesProducer, Arranged By, Percussion, Flute – Gerald AlbrightWritten-By – Gerald Albright | 4:53 |
| 9 | Never Can Say GoodbyeProducer, Arranged By, Flute – Gerald AlbrightStrings, Arranged By [Strings] – Mark CargillWritten-By – Clifton Davis | 4:17 |
| 10 | What You See Is What You GetBacking Vocals [Additional] – Mabvuto CarpenterFeaturing, Vocals – Philip BaileyProducer, Arranged By, Keyboards – Rex RideoutStrings, Arranged By [Strings] – Mark CargillWritten-By – Tony Hester | 4:51 |
| 11 | Respect YourselfFeaturing, Vocals – LedisiProducer, Arranged By, Keyboards – Rex RideoutWritten-By – Luther Ingram, Mack Rice | 5:05 |
Recorded at Castle Oaks Productions, KAR Studios, Bright Music Studio, The Green Room; CCI Media
Mixed at G Studio Digital, The Firehouse
℗&© 2008 Peacon LLC, 100 N. Crescent Dr., Beverly Hills, CA 90210.
Marketed, distributed and manufactured by Concord Music Group, Inc. Made in the EU
Philip Bailey appears courtesy of P. Bailey Entertainment Group Inc.
Will Downing appears courtesy of Peak Records
Ledisi appears courtesy of Verve Music Group
Kirk Whalum appears courtesy of Rendezvous Entertainment