Side 1
02 - It Won't Be Wrong (Roger McGuinn & Harvey Gerst)
03 - Set You Free This Time (Gene Clark)
04 - Lay Down Your Weary Tune (Bob Dylan)
05 - He Was A Friend Of Mine (Traditional, New Words & Arrangement Roger McGuinn)
02 - Satisfied Mind (Red Hayes & Jack Rhodes)
03 - If You're Gone (Gene Clark)
04 - The Times They Are A-Changin' (Gene Clark)
05 - Wait and See (Roger McGuinn & David Crosby)
06 - Oh! Susannah (Gene Clark)
Recorded at Columbia Studios, Hollywood, CA
June 28 - November 1, 1965
The Byrds :
Roger 'Jim' McGuinn : Lead Guitar, Acoustic Guitar & Vocals
Gene Clark : Guitar, Harmonica, Tambourine & Vocals
David Crosby : Guitar & Vocals
Chris Hillman : Electric Bass & Backing vocal on "Lay Down Your Weary Tune"
Michael Clarke : Drums & Tambourine on "He Was A Friend Of Mine"
Additional Personnel :
Terry Melcher : Organ on "He Was a Friend of Mine"