Label : Ancient Games Records
01 - Feel It (Spurgin, Sweeden & Shem)02 - Trapped Inside Myself (Shem)
03 - What She Doesn't Say (Shem & Jazwic)
04 - The Happy Song (Shem)
05 - Serious (Doug Jackson, Shem & Hutchinson)
06 - Someone I've Never Been (Shem)
07 - Until She Comes Home (Hammond)
08 - Useful Place On This Earth (Shem)
09 - Reality / Fantasy (Shem & Lent)
10 - Born To Take The Fall (Shem)
11 - Tiffany (Pesci)
Produced, Arranged, Orchestrated & Engineered by Shem
Recorded at Shiam Studios, N. Redondo Beach, CA
Additional Recording at Bruce's Studio, W. Hollywood, CA ; The Lodge, N. Redondo Beach, CA ; Frank's Place & Boogaloo Sound, Thousand Oaks, CA
Mixed by Shem at Shiam Studios (except "Born To Take The Fall", "Useful Place On This Earth", "Feel It" & "Until She Comes Home" Mixed at The Lodge by Shem & Michael 'Ike' Parnell)
Mastered by David Shirt at Sonorous Mastering, Tempe, AZ
The Von Schroek Orchestra :
Glen Berger : Piccolo, Flute, Recorder, Oboe, Clarinet
Sandy Oxford : Flute
Cliff Gadsen : Bassoon
Gus Kubiak : Horns In F
Howard Backus : Horns In F
Vince Womack : Trumpet, Bach Trumpet
Kyle Black : Trombone
Sherman Henderson : Percussion
Violins : Joelle Dunn (Concert Mistress), Linda Blackburn, Lee Criddle, Elizabeth Dworkin, Carla Kelly, Sheldon Armstrong, Marie Downes, Boris Undehlson, Richard Conklin, Kindra Michaels, Natasha Krauss, Andrew Hughes
Violas : Linda Rodriguez, Sylvester Cornell, Raymond Kregal, Constance Esposito
Cellos : Martin Kitopoulos, Paige Stockley, Peg Soon Wong
Basses : John Lane, Laura King
01 - Feel It
Shem : Guitar, Bass, Drums, All Vocals
Loelle Dunn : Violin
02 - Trapped Inside Myself
Shem : Guitars, Percussion, All Vocals
Kim Edmunson : Dime Cymbal
03 - What She Doesn't Say
Shem : Guitars, Vocals, String Quartet Arrangement
Hubert Pralitz : 1st Violin
Roberto Cani : 2nd Violin
Mario Miraguotta : Viola
Waldemar De Almeida : Cello
04 - The Happy Song
Shem : Guitars, All Vocals
Tollak Ollestad : Blues Harp
Snoopy : Jaw Harp
05 - Serious
Shem : Guitar, Vocal
Doug Jackson : High String Guitar
Recorded Live at 'The Lounge', Hermosa Beach, CA, 4/21/00
06 - Someone I've Never Been
Shem : Guitars, Fretless Bass, Arco Souble Bass, Bodhran, All Vocals
Tollak Ollestad : Bass Harmonica
07 - Until She Comes Home
Shem : Guitars, Bass, Drums, All Vocals
08 - Useful Place On This Earth
Shem : Guitars, Drums, Darblika, Bodhran, Niquara, Vocals
Burleigh Drummond : Tabla, Slit Drum, Tamburu, Pans
David Lancette : Bridge Vocals
09 - Reality / Fantasy
Shem : Guitar, Fretless Bass, Percussion, All Vocals
Him Wheeler : Soprano Saxophone
10 - Born To Take The Fall
Shem : Piano, Bass, Drums, All Vocals, Orchestral Arrangement
Doug Jackson : Guitar
Featuring The Von Schroeck Orchestra
11 - Tiffany
Shem : Guitar, Vocal