Label : Capitol Records
01 - Somebody Like You (Keith Urban & John Shanks)02 - Who Wouldn't Wanna Be Me* (Keith Urban & Monty Powell)
03 - Whenever I Run (Keith Urban, John Shanks & Shelly Peiken)
04 - What About Me* (Keith Urban & Rodney Crowell)
05 - You'll Think Of Me (Darrell Brown, Dennis Matkosky & Ty Lacy)
06 - Jeans On* (Lord David Dundas & Roger Greenaway)
07 - You Look Good In My Shirt (Mark Nesler, Tony Martin & Tom Shapiro)
08 - You're Not Alone Tonight* (Keith Urban)
09 - You Won* (Keith Urban & Rodney Crowell)
10 - Song For Dad (Keith Urban)
11 - Raining On Sunday (Darrell Brown & Radney Foster)
12 - You're Not My God* (Keith Urban & Paul Jefferson)
Produced by Dann Huff & Keith Urban
Recorded by Justin Niebank & Jeff Balding at the Sound Kitchen, Emerald Entertainment & Hound's Ear
Assisted by Jed Hackett & Drew Bollman
Mixed by Justin Niebank at Starstruck Studios & Sound Stage Studios
Assisted by J.R. Rodriguez, Rodney Dawson & Tony Green
Additional Recording by Mark Hagen
Digital Editing by Christopher Rowe
*Produced by Keith Urban
Recorded by Justin Niebank at the Sound Kitchen, Blueberry Hill & Hound's Ear
Assisted by Tony Green & Rodney Dawson
Mixed by Justin Niebank at The Castle and Sound Stage Studios
Assisted by Steve Short & Rodney Dawson
Mastered by Doug Sax & Robert Hadley at The Mastering Lab, Hollywood, CA
01 - Somebody Like You
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : Ganjo, E-Bow, Cardboard Box & Guitars
Tom Bukovac & Dann Huff : Guitars
Keith Urban : Guitar Solo
Tim Akers : Keyboards
Keith Urban & Russell Terrell : Background vocals
02 - Who Wouldn't Wanna Be Me
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : All Guitars & Ganjo
Jason Mowery : Mandolin
Keith Urban & Monty Powell : Background vocals
03 - Whenever I Run
Matt Chamberlain : Drums & Intro Loops
Jimmie Lee Sloas : Bass
Keith Urban : Electric Guitar, E-Bow, Acoustic Guitar, Piano & Background vocals
Tom Bukovac : Electric Guitar
Dan Dugmore : Electric Guitar & Steel Guitar
Steve Nathan & Tim Akers : Keyboards
Eric Darken : Percussion
04 - What About Me
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : All Guitars, Ganjo & Background vocals
Jason Mowery : Dobro
John Hobbs : Keyboards
05 - You'll Think Of Me
Matt Chamberlain : Drums
Jimmie Lee Sloas : Bass
Keith Urban : Guitars, Guitar Solo & Verse Harmonies
Tom Bukovac & Dan Dugmore : Guitars
Steve Nathan : Keyboards
Eric Darken : Percussion
Keith Urban & Russell Terrell : Background vocals
06 - Jeans On
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Jason Mowery : Dobro
Keith Urban : All Guitars, Ganjo & Background vocals
07 - You Look Good In My Shirt
Matt Chamberlain : Drums
Jimmie Lee Sloas : Bass
Keith Urban : Guitars & Guitar Solo
Tom Bukovac : Guitars
Steve Nathan : Keyboards
Eric Darken : Percussion
Keith Urban & Russell Terrell : Background vocals
08 - You're Not Alone Tonight
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : Guitars & Guitar Solo
Tom Bukovac : Guitars
Tim Akers : B-3 Organ
John Hobbs : Piano
Keith Urban & Russell Terrell : Background vocals
09 - You Won
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : Acoustic Guitar, Electric Guitar, Ganjo, Guitar Solo & Background vocals
Tom Bukovac : Electric Guitars
Jason Mowery : Dobro
Tim Akers : Keyboards
10 - Song For Dad
Chris McHugh : Drums
Glenn Worf : Bass
Keith Urban : Guitars & Guitar Solo
Tom Bukovac : Guitars
Steve Nathan : Keyboards
Aubrey Haynie : Fiddle
Chris McHugh & Eric Darken : Percussion
Keith Urban & Russell Terrell : Background vocals
Strings Recorded by Brent King at Emerald Entertainment
Assisted by Jeff Sochor & Phillip Cooper
Strings Arranged & Conducted by Ron Huff
Strings Performed by The Nashville String Machine, Carl Gorodetzky, Concertmaster
Violins : Carl Gorodetsky, Pam Sizfin, Alan Umstead & Mary Kathryn Vanosdale
Violas : Kris Wilkinson & Gary Vanosdale
Cellos : Bob Mason & Carol Rabinowitz
11 - Raining On Sunday
Matt Chamberlain : Drums
Jimmie Lee Sloas : Bass
Keith Urban : Guitars & Guitar Solo
Tom Bukovac & Dan Dugmore : Electric Guitars
Steve Nathan : Keyboards
Eric Darken : Percussion
Keith Urban & Scotty Huff : Background vocals
12 - You're Not My God
Chris McHugh : Drums & Percussion
Jimmie Lee Sloas : Bass
Keith Urban : Electric Guitars, Acoustic Guitars & Ganjo
Tom Bukovac : Electric Guitars
John Hobbs & Tim Akers : Keyboards
Keith Urban & Jerry Flowers : Background vocals