| 1 | ReasonBacking Vocals – Don Francisco , Randy Meisner, Wendy WaldmanBass – Al BranGuitar – Bob WelchKeyboards – David AdelsteinSaxophone – Marty Jourard | 2:43 |
| 2 | Man OverboardBacking Vocals – Don Francisco Guitar, Guitar [Synthesizer] – Bob WelchPiano – Marty JourardSynthesizer – David AdelsteinWritten-By – Carter | 4:44 |
| 3 | JealousBacking Vocals – Don Francisco Bass – Al BranGuitar – Bob WelchKeyboards – David Adelstein | 2:32 |
| 4 | JustineBacking Vocals – Don Francisco Guitar [Synthesizer], Bass – Bob WelchKeyboards – David AdelsteinSaxophone – Marty Jourard | 4:09 |
| 5 | Don't Rush The Good ThingsBass – Al BranGuitar – Bob WelchHarmonica – Norton BuffaloOrgan – David AdelsteinWritten-By – N. Gammack | 3:40 |
| 6 | NightmareBass – Bob WelchGuitar [Solo] – Todd SharpSynthesizer – David AdelsteinWritten-By – Carter | 3:25 |
| 7 | B666Arranged By, Conductor – David SpearGuitar – Bob WelchOrchestrated By – Jack Nitzsche | 5:15 |
| 8 | The Girl Can't StopBacking Vocals – Bunny Hull, Don Francisco , Paulette Brown, Venetta FieldsGuitar, Bass – Bob WelchKeyboards – David AdelsteinSaxophone – Marty Jourard | 3:13 |
| 9 | Those Days Are GoneBacking Vocals – Don Francisco Bass – Al BranGuitar – Bob WelchKeyboards – David Adelstein | 2:45 |
| 10 | Fate DecidesBacking Vocals – Bunny Hull, Don Francisco , Paulette Brown, Randy Meisner, Venetta Fields, Wendy WaldmanBass, Guitar – Bob WelchPiano – David Adelstein | 3:03 |