Label : Beverly Records
01 - I'll Be Over You (Randy Goodrum & Steve Lukather)02 - 20-20 (Randy Goodrum & Steve Kipner)
03 - Love Lies (Randy Goodrum & Michael McDonald)
04 - Who's Holding Donna Now (Randy Goodrum, Jay Graydon & David Foster)
05 - Bluer Than Blue (Randy Goodrum)
06 - Savin' It Up (Randy Goodrum)
07 - Flying (Randy Goodrum)
08 - Flight 136 (Randy Goodrum)
09 - I Took A Chance (Randy Goodrum & Feargal Sharkey)
10 - Heather's Money (Randy Goodrum & Michael Johnson)
11 - Killing Time (Randy Goodrum)
12 - You Need Me (Randy Goodrum)
13 - Caretaker Of Dreams (Randy Goodrum)
All Tracks Produced by Randy Goodrum
Compiled by Michael Jacoby
Recorded & Mixed at California Phase Studio, Studio City, CA
Mixed by Josiah Gluck
Mastered by Ted Jensen at Sterling Sound, NYC
Recorded at California Phase Studio, Record Plant (L.A.) & C.A. Workshop
Mixed at California Phase Studios by Josiah Gluck
Mastered by Greg Calbi at Sterling Sound, NYC
Engineered by Randy Goodrum
Recorded at Garden Rake Studio, Studio City, CA ; The Note Pad, Cambria, CA & C.A Workshop, Nashville, Tennessee
Mixed by Brent Maher at Creative Recording
Mastered by Glen Meadows at Masterfonics in Nashville, Tennessee
Engineered by Randy Goodrum, Jay Graydon & Chet Atkins
Musicians :
Randy Goodrum : All Vocals, Keyboards, Synthesizers, Musical Arrangements & Programming
Jay Graydon : Guitar Solo on "20-20"
Michael Landau : Guitar on "I'll Be Over You", "Who's Holding Donna Now", "Savin' It Up", "Flying" & "Killing Time"
Bob Mann : Guitar on "You Need Me"
Steve Lukather : Guitar on "I Took A Chance", "Bluer Than Blue", "Love Lies", "Heather's Money" & "Caretaker Of Dreams"
Jimmy Johnson : Bass on "Bluer Than Blue", "Love Lies", "Heather's Money", "Flying", "Killing Time" & "A Took A Chance"
Neil Stubenhaus : Bass on "20-20", "I'll Be Over You", "You Need Me", "Who's Holding Donna Now" & "Savin' It Up"
Jeff Porcaro : Drums
Brandon Fields : Saxophones
Paul Yandell : Acoustic Guitar on "Flying"
Nikki Braun : Vocals on "You Needed Me"
