01 - You Just Watch Me (Rick Giles & Bob Regan)
02 - Come On Honey (Paul Davis)
03 - Soon (Bob Regan)
04 - I Love You Anyway (Pat Terry)
05 - Let The Good Times Roll (Tony Martin & Reese Wilson)
06 - We Don't Have To Do This (Gary Burr & Victoria Shaw)
07 - Hangin' In (Steve Bogard & Rick Giles)
08 - Sneaky Moon (Bill LaBounty)
09 - Silence Is King (Gary Burr & Jim Photoglo)
10 - A Blue Guitar (Dennis Linde)
Produced by Jerry Crutchfield
Recorded at Nightingale Studio by Joe Bogan, Assisted by Christopher Bogan
Additional Recording at Javelina Studio by Warren Peterson, Assisted by Robert Charles & Larry Jefferies, Scruggs Sound Studio by Ron Reynolds
Mixed at Masterfonics by John Guess, Assisted by Marty Williams, Russ Martin & Derek Bason
Mastering by Glenn Meadows at Masterfonics, Nashville, TN
Studio Production Coordination : Ginny Johnson
Matt Rollings : Piano
Eddie Bayers : Drums
Michael Rhodes : Bass
Steve Gibson : Acoustic Guitar
Brent Rowan : Electric Guitar & Fretted Dobro
Billy Joe Walker Jr. : Acoustic Guitar
Brent Mason : Electric Guitar
Paul Leim : Drums
David Hungate : Bass
Mike Lawler : Synthesizer & Keyboards
Rob Hajacos : Fiddle
Sonny Garrish : Steel Guitar
Bruce Watkins : Banjo
Jerry Douglas : Slide Dobro
Jim Horn : Bari Saxophone
Harvey Thompson : Tenor Saxophone
George Tidwell : Trumpet
Charles Rose : Trombone
Paul Davis : Organ
Background vocals : Jones Mosser, Gary Burr, Dale Daniel, Curtis Young & Paul Davis