| 1 | Make Him Do RightBacking Vocals [Background Vocals] – Karyn White, Tanya Smith, Valarie DavisBass – Ronnie GarrettCoordinator [Production Coordinator] – Ivy SkoffEngineer [Assistant Engineer] – Alex Lowe, Jason Shablik, Jeff Taylor Lead Vocals – Karyn WhiteMixed By – Steve HodgeProducer, Keyboards [All Keyboards], Drum Programming, Written-By – Daryl SimmonsRecorded By – Thom "TK" Kidd | 5:07 |
| 2 | Simple PleasuresArranged By – Jimmy Jam & Terry Lewis, Karyn WhiteBacking Vocals [Background Vocals] – Karyn White, Valarie DavisCo-producer, Lead Vocals – Karyn WhiteInstruments [All Instruments Performed By] – Jam & LewisProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeWritten-By – James Harris III/Terry Lewis, Karyn White | 4:36 |
| 3 | I'm Your WomanArranged By – Jimmy Jam & Terry Lewis, Karyn White, McKinley HortonCo-producer, Vocals [All Vocals Performed By] – Karyn WhiteDrum Programming – Lance AlexanderGuitar – Kevin PierceKeyboards [Keys] – Jimmy WrightProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeWritten-By – James Harris III/Terry Lewis, Karyn White, McKinley Horton | 5:19 |
| 4 | HungahArranged By – Jimmy Jam & Terry Lewis, Karyn WhiteBacking Vocals [Background Vocals] – Carrie Harrington, Karyn White, Lisa KeithCo-producer, Lead Vocals – Karyn WhiteInstruments [All Instruments Performed By] – Jam & LewisProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeWritten-By – James Harris III/Terry Lewis, Karyn White | 4:26 |
| 5 | Thinkin' 'Bout LoveArranged By – Jimmy Wright, Jimmy Jam & Terry Lewis, Karyn WhiteArranged By [String Arrangement By] – Lee BlaskeBacking Vocals [Background Vocals] – Karyn White, Libby Turner, Lisa KeithCello – Daryl Skobba, Sarah LewisCo-producer, Lead Vocals – Karyn WhiteGuitar – Michael ScottHarp – Andrea SternKeyboards [Keys] – Jimmy WrightProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeViola – Michael Adams , Sabina ThatcherViolin – Caroline Daws, Daria Tedeschi, Hanley Daws, John Kennedy , Michal Sobieski, Tom KornackerWritten-By – Jimmy Wright, James Harris III/Terry Lewis, Karyn White | 5:13 |
| 6 | One MinuteArranged By – Jimmy Wright, Jimmy Jam & Terry Lewis, Karyn WhiteArranged By [String Arrangement By] – Lee BlaskeBacking Vocals [Background Vocals] – Jimmy Wright, Libby Turner, Lisa KeithCello – Laura Sewell, Sarah LewisCo-producer, Lead Vocals – Karyn WhiteDrums, Percussion – Stokley WilliamsFlute, Clarinet – Ken HolmenGuitar – Mike Scott Keyboards [Keys] – Jimmy WrightProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeViola – Alice Preve, Evelina ChaoViolin – Caroline Daws, Daria Tedeschi, Elsa Nilsson, Hanley Daws, Helen Foli, Kristin Kemper, Melinda MarshallWritten-By – Jimmy Wriight, James Harris III/Terry Lewis, Karyn White | 4:54 |
| 7 | Can I Stay With YouBacking Vocals [Background Vocals] – Karyn White, Lisa Bass, Yolanda SnellBass – Nathan EastCoordinator [Production Coordinator] – Ivy SkoffEngineer [Assistant Engineer] – David Betancourt, Eric Fischer , Jeff Taylor , Will WilliamsLead Vocals – Karyn WhiteMixed By – Mick GuzauskiProducer, Keyboards [All Keyboards], Drum Programming, Written-By – BabyfaceRecorded By – Brad Gilderman | 5:38 |
| 8 | Here Comes The Pain AgainBacking Vocals [Background Vocals] – Babyface, Karyn WhiteBass – Nathan EastCoordinator [Production Coordinator] – Ivy SkoffEngineer [Assistant Engineer] – David Betancourt, Eric Fischer , Jeff Taylor , Will WilliamsLead Vocals – Karyn WhiteMixed By – Mick GuzauskiProducer, Keyboards [All Keyboards], Drum Programming – BabyfaceRecorded By – Brad Gilderman | 4:27 |
| 9 | Nobody But My BabyBacking Vocals [Background Vocals] – Billy Steele, Karyn White, Prof T., Valarie DavisDrum Programming, Recorded By [Assisted By] – Jeff Taylor Guitar – Michael ScottKeyboards [Keys] – Jimmy Wright, Lance Alexander, McKinley HortonLead Vocals – Karyn WhiteProducer, Arranged By – Jimmy Jam & Terry Lewis, Karyn White, McKinley HortonRecorded By, Mixed By – Steve HodgeWritten-By – Karyn White, McKinley Horton | 5:05 |
| 10 | I'd Rather Be AloneBass – Mark HaynesGuitar – Michael ScottGuitar [Guitar Solo] – Jellybean JohnsonProducer [Associate Producer], Keyboards [Keys], Piano, Synthesizer – Stanley "Chance" HowardProducer, Arranged By – Jellybean Johnson, Karyn WhiteRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeVocals [All Vocals By] – Karyn WhiteWritten-By – Garry Johnson , James Harris III/Terry Lewis, Karyn White, Stanley Howard | 5:30 |
| 11 | WeaknessArranged By – Jimmy Jam & Terry Lewis, Karyn WhiteBacking Vocals [Background Vocals] – Jimmy Wright, Karyn White, Lisa KeithCo-producer, Lead Vocals – Karyn WhiteInstruments [All Instruments Performed By] – Jam & LewisProducer – Jimmy Jam & Terry LewisRecorded By [Assisted By] – Jeff Taylor Recorded By, Mixed By – Steve HodgeWritten-By – James Harris III/Terry Lewis, Karyn White | 4:22 |
Tracks 1, 3 and 8 © 1994 Warner-Tamerlane Pub. Corp. / King's Kid Music (BMI) / Flyte Tyme Tunes (ASCAP). Produced for Flyte Tyme Productions, Inc. Recorded at Flyte Tyme Studios, Edina, MN. Mixed at Flyte Tyme Studios, Edina, MN.
Tracks 2 and 5 © 1994 ECAF / Sony Songs, Inc. (BMI). Recorded at Larrabee Studios, Los Angeles, CA; Music Grinder Studios, Los Angeles, CA and Flyte Tyme Studios, Edina, MN. Mixed at Encore Studios, Burbank, CA.
Track 4 © 1994 Warner-Tamerlane Pub. Corp. / King's Kid Music (BMI) / New Perspective Publishing (ASCAP). Produced for Flyte Tyme Productions, Inc. Recorded at Flyte Tyme Studios, Edina, MN. Mixed at Flyte Tyme Studios, Edina, MN.
Track 6 © 1994 Warner-Tamerlane Pub. Corp. / King's Kid Music (BMI) / Flyte Tyme Tunes / New Perspective Publishing (ASCAP). Produced and arranged for Flyte Tyme Productions, Inc. Recorded at Flyte Tyme Studios, Edina, MN. Mixed at Flyte Tyme Studios, Edina, MN.
Track 7 © 1994 Warner-Tamerlane Pub. Corp. / Boobie-Loo Music, administered by Warner-Tamerlane Pub. Corp. (BMI). Produced for Silent Partner Productions. Recorded at Doppler Studios, Atlanta, GA and Flyte Tyme Studios, Edina, MN. Mixed at Flyte Tyme Studios, Edina, MN.
Tracks 9 through 11 © 1994 Warner-Tamerlane Pub. Corp. / King's Kid Music (BMI) / Flyte Tyme Tunes / New Perspective Publishing (ASCAP). Produced for Flyte Tyme Productions, Inc. Recorded at Flyte Tyme Studios, Edina, MN. Mixed at Flyte Tyme Studios, Edina, MN.
Mastered at Future Disc Systems.
Babyface appears courtesy of Epic Records.
Warner Bros. Records Inc., a Time Warner company. ©℗ 1994 Warner Bros Records Inc. for the U.S. and WEA International Inc. for the world outside of the U.S. Made in U.S.A. [inlay]. Mfg. by WEA Manufacturing [disc].