| 1 | (What's So Funny 'bout) Peace, Love And Understanding?Bass, Vocals [Vocal] – Sherman HolmesDouble Bass [Upright Bass] – Byron IsaacsDrums, Vocals [Vocal] – Popsy DixonGuitar, Vocals [Vocal] – Wendell HolmesPedal Steel Guitar [Pedal Steel] – Larry CampbellPiano, Organ, Vocals [Vocal] – Glenn PatschaWritten-By – Nick Lowe | 4:14 |
| 2 | Standing In The Need Of LoveBass, Vocals [Vocal] – Sherman HolmesDrums, Vocals [Vocal] – Popsy DixonOrgan – Glenn PatschaWritten-By – Angel AcevedoWritten-By, Guitar, Vocals [Vocal] – Wendell Holmes | 5:19 |
| 3 | Close The DoorGuitar – Glenn PatschaGuitar, Vocals [Vocal] – Wendell HolmesMandolin – Larry CampbellPercussion, Vocals [Vocal] – Popsy DixonWritten-By, Bass, Vocals [Vocal] – Sherman Holmes | 3:41 |
| 4 | I've Just Seen The Rock Of AgesBacking Vocals [Background Vocals] – Amy Helm, Byron IsaacsFeaturing, Mandolin, Snare [Snare Drum], Vocals [Vocal] – Levon HelmGuitar – Chris Bruce, Craig StreetGuitar, Backing Vocals [Background Vocals] – Glenn PatschaVocals [Vocal] – Popsy Dixon, Sherman Holmes, Wendell HolmesWritten-By – John Brenton Preston | 3:22 |
| 5 | Bad Moon RisingAccordion – Glenn PatschaDrums, Vocals – Popsy DixonFiddle – Larry CampbellGuitar, Vocals – Wendell HolmesVocals, Bass – Sherman HolmesWritten-By – John Fogerty | 2:57 |
| 6 | I Can't Help It If I'm Still In Love With YouDouble Bass [Upright Bass] – Byron IsaacsFeaturing, Vocals [Vocal] – Rosanne CashGuitar – John LeventhalGuitar, Vocals [Vocal] – Wendell HolmesMandolin – Larry CampbellVocals [Vocal] – Popsy Dixon, Rosanne Cash, Sherman HolmesWritten-By – Hank Williams | 3:19 |
| 7 | Ain't It Funny What A Fool Will DoBass, Vocals [Vocal] – Sherman HolmesDouble Bass [Upright Bass] – Byron IsaacsDrums, Vocals [Vocal] – Popsy DixonGuitar, Vocals [Vocal] – Wendell HolmesPiano – Glenn PatschaWritten-By – Johnny Mathis, George Jones | 3:59 |
| 8 | If I Had A BoatGuitar – Larry CampbellSnare, Vocals – Popsy DixonVocals – Sherman Holmes, Wendell HolmesWritten-By – Lyle Lovett | 3:04 |
| 9 | I Want You To Want MeDouble Bass [Upright Bass] – Byron IsaacsGuitar – Chris BrucePiano, Organ – Glenn PatschaVocals [Vocal] – Popsy Dixon, Sherman Holmes, Wendell HolmesWritten-By – Rick Nielsen | 6:03 |
| 10 | Gasoline DrawersBass, Vocals [Vocal] – Sherman HolmesDrums, Vocals [Vocal] – Popsy DixonPiano, Organ – Glenn PatschaVocals [Vocal] – Catherine RussellWritten-By, Guitar, Vocals [Vocal] – Wendell Holmes | 4:39 |
| 11 | Three Gray WallsBass, Vocals [Vocal] – Sherman HolmesDouble Bass [Upright Bass] – Byron IsaacsDrums – Levon HelmGuitar, Vocals [Vocal] – Wendell HolmesPedal Steel Guitar [Pedal Steel] – Larry CampbellVocals [Vocal] – Amy Helm, Catherine Russell, Fiona McBain, Popsy DixonWritten-By, Piano, Vocals [Vocal] – Glenn Patscha | 4:18 |
| 12 | Those Memories Of YouBass, Vocals [Vocal] – Sherman HolmesDrums, Vocals [Vocal] – Popsy DixonFeaturing, Vocals [Vocal] – Joan OsborneGuitar, Vocals [Vocal] – Wendell HolmesPiano – Glenn Patscha | 2:56 |
| 13 | Smiling Face Hiding A Weeping HeartBass – Sherman HolmesDrums – Popsy DixonOrgan, Piano – Glenn PatschaWritten-By, Guitar, Vocals [Vocal] – Wendell Holmes | 4:03 |
| 14 | God WillBacking Vocals [Background Vocals] – Amy Helm, Catherine Russell, Colby Rose Street, Fiona McBainBacking Vocals [Background Vocals], Organ [Pump Organ] – Glenn PatschaDouble Bass [Upright Bass] – Byron IsaacsDrums, Vocals [Vocal] – Popsy DixonGuitar, Vocals [Vocal] – Wendell HolmesVocals [Vocal] – Sherman HolmesWritten-By – Lyle Lovett | 2:56 |
Standard jewel case with black tray and foldout 6-page booklet.
℗ © 2007 Alligator Records & Artist Mgmt., Inc.
Very similar to The Holmes Brothers - State Of Grace but with black tray.
Tracks 1, 2, 4, 12 published by Gardenville Music/Foggy Day Music, BMI, admin by Bug Music
Track 3 published by Plangent Visions Music, Inc. ASCAP
Track 5 published by Sony/ATV/Acuff Rose Music/Hiriam Music, BMI
Track 6 published by Jondora Music, BMI
Track 7 published by Nanaco Music, BMI
Tracks 8, 14 published by Michael H. Goldsen, Inc., ASCAP
Track 9 published by Monroe Music, BMI
Track 10 published by Adult Music/Screen Gems-EMI, BMI
Track 11 published by Glad Music Publ./Pappy Daily Music, BMI
Track 13 published by Markyle Music, BMI
In booklet:
Craig Street use ProAc monitors and Audio Research amplifiers and cables.
Rosanne Cash appears courtesy of Capitol Records.
Glenn Patscha, Amy Helm, Fiona McBain and Byron Isaacs appear courtesy of The Verve Music Group.
Catherine Russell appears courtesy of World Village Records.