| 1 | YipiAcoustic Guitar, Banjo, Mandolin – David ImmerglückBass – Nathan BrownComposed By – Rose MooreLead Vocals – Cherokee RosePercussion – Lenny Castro | 3:48 |
| 2 | CarmelitaBass – Nathan BrownComposed By – Warren ZevonDrums – Sergio GonzalesElectric Guitar – Randy JacobsLead Vocals – Adam DuritzPercussion – Kevin RicardResonator Guitar – David HidalgoSlide Guitar – David Immerglück | 3:41 |
| 3 | Across The BorderlineAccordion – Flaco JimenezAcoustic Guitar – Randy JacobsBass – Nathan BrownComposed By – James Dickinson, John Hiatt, Ry CooderDrums – Sergio GonzalesLead Vocals – Meredith MarshallMandolin – David ImmerglückPercussion – Lenny Castro | 4:29 |
| 4 | El Guateque De Don ThomasAccordion – Flaco JimenezBass – Nathan BrownComposed By – Angel VillavisencioLead Vocals – Eliades OchoaPercussion – Lenny CastroVocals, Trumpet – Anibal Cesar Avila | 2:49 |
| 5 | Smack Dab In The MiddleAccordion – Flaco JimenezBass – Nathan BrownComposed By – Charles CalhounDrums – Sergio GonzalesElectric Guitar – Randy JacobsHarmonica – Charlie MusselwhiteLead Vocals – Joe ElyPercussion – Lenny Castro | 3:36 |
| 6 | Eighteen Inches Of RainAcoustic Guitar – Willie NelsonBacking Vocals – Bonnie Hearne, Willie NelsonBass – Nathan BrownComposed By – Ian Tyson, Patrick AlgerLead Vocals, Acoustic Guitar, Guitar – Bill HearnePercussion – Kevin Ricard | 3:25 |
| 7 | Black Magic WomanAccordion – Flaco JimenezAcoustic Guitar – Eliades OchoaBass – Nathan BrownComposed By – Peter Green Drums – Sergio GonzalesElectric Guitar – Randy JacobsPercussion – Lenny CastroTrumpet – Anibal Cesar AvilaVocals, Harmonica – Charlie Musselwhite | 3:26 |
| 8 | Are You Listenin' LuckyAccordion – Flaco JimenezAcoustic Guitar – Eliades OchoaBass – Nathan BrownComposed By – Joe ElyDrums – Sergio GonzalesElectric Guitar – Randy JacobsLead Vocals – Joe ElyMandolin – David ImmerglückPercussion – Lenny Castro | 3:03 |
| 9 | Saint ValentineAccordion – Flaco JimenezAcoustic Guitar – Randy JacobsBass – Nathan BrownComposed By – Joe ElyDrums – Sergio GonzalesLead Vocals – Joe ElyMandolin – David ImmerglückPercussion – Lenny Castro | 4:17 |
| 10 | He Don't Care About MeAccordion – Teddy "Zig Zag" AndreadisBacking Vocals, Acoustic Guitar – Bill HearneBass – Nathan BrownComposed By – Bruce RobisonDrums – Sergio GonzalesElectric Guitar – Randy JacobsLead Vocals – Sarah NicoleMandolin – David ImmerglückPiano – Bonnie Hearne | 2:33 |
| 11 | New Mexico RainBass – Nathan BrownComposed By – Michael HearnDrums – Sergio GonzalesHarmonica – Mickey RaphaelLead Vocals, Acoustic Guitar – Bill HearnePercussion – Kevin RicardRequinto Guitar – David Hidalgo | 3:59 |
| 12 | L.A. FreewayBacking Vocals – Emmylou HarrisBass – Nathan BrownComposed By – Guy ClarkDrums – Sergio GonzalesElectric Guitar – Randy JacobsLead Vocals – Bill HearnePiano, Backing Vocals – Bonnie Hearne | 4:41 |
| 13 | Everybody's Talkin'Bass – Nathan BrownComposed By – Fred NeilDrums – Sergio GonzalesGuitar – Randy JacobsHarmonica – Mickey RaphaelLead Vocals, Guitar – Willie NelsonPercussion – Kevin Ricard | 4:39 |
Recorded at Oceanway Studios.
Mixed at Record One and Extasy South.
Mastered at Bernie Grundman Mastering