Label : BriMel Records / Rhino Records
01 - How Could We Still Be Dancin' (Brian Wilson & Joe Thomas)
02 - Soul Searchin' (Brian Wilson & Andy Paley)
03 - You've Touched Me (Brian Wilson & Steve Kalinich)
04 - Gettin' In Over My Head (Brian Wilson & Andy Paley)
05 - City Blues (Brian Wilson & Scott Bennett)
06 - Desert Drive (Brian Wilson & Andy Paley)
07 - A Friend Like You (Brian Wilson & Steve Kalinich)
08 - Make A Wish (Brian Wilson)
09 - Rainbow Eyes (Brian Wilson)
10 - Saturday Morning In The City (Brian Wilson & Andy Paley)
11 - Fairy Tale (Brian Wilson & David Foster)
12 - Don't Let Her Know She's An Angel (Brian Wilson)
13 - The Waltz (Brian Wilson & Van Dyke Parks)
Produced & Arranged by Brian Wilson
Recorded & Mixed by Mark Linett at Your Place Or Mine Recording, Glendale, California
Assistant Engineers : Mike Gatzios & Margaret Gwynne except "Desert Drive"
Recorded by Mark Linett at Oceanway Studios
"A Friend Like You" Mixed by Mark Linett at Sunset Sound
Eric Clapton's Guitar on "City Blues" Recorded by Alan Douglas at Olympic Studios, London, England
Additional String Arrangements by Paul Von Mertens
Mastered by Mark Linett at Your Place Or Mine Recording
Special Guest Performance by
Eric Clapton : Guitar on "City Blues"
Elton John : Lead vocal & Acoustic Piano on "How Could We Still Be Dancin'"
Paul McCartney : Vocal & Acoustic Guitar on "A Friend Like You"
Carl Wilson : Lead vocal on "Soul Searchin'"
Musicians :
Brian Wilson : Lead & Background vocals, Piano, Keyboards
Scott Bennett : Keyboards, Vibes, Percussion, Bass & Guitar
Amy Farris : Viola & Violin
Jeffrey Foskett : Guitar
Probyn Gregory : Guitar, French Horn, Trumpet, Keyboards & Trombone
Jim Hines : Percussion
Susan Jensen : Violin
Peter Kent : Violin
Greg Leisz : Guitar
Bob Lizik : Bass
Paul Mertens : Saxophones, Flutes, Harmonicas & Clarinet
Andy Paley : Percussion
Michael Rhodes : Bass
Carol Robbins : Harp
Darian Sahanaja : Piano, Keyboards, Vibes & Percussion
Rudolph Stein : Cello
Todd Sucherman : Drums & Percussion
Joe Thomas : Keyboards
Nick Walusko : Guitar
*Additional Background vocals on "Desert Drive" Performed by Scott Bennett, Jeffrey Foskett, Andy Paley & Darian Sahanaja