01 - Three Little Words (Guy Thomas & Bill Meyers)
02 - Oh Me, Oh, My (Guy Thomas & Bill Meyers)
03 - Under Her Spell (Guy Thomas & Bill Meyers)
04 - Woman (Guy Thomas, Bill Meyers & Carlos Rios)
05 - Couldn't Be Happier (Guy Thomas & Bill Meyers)
06 - Good Friends (Guy Thomas & Bill Meyers)
07 - Ohio (Guy Thomas & Bill Meyers)
08 - Tellin' Her Stories (Guy Thomas & Bill Meyers)
09 - Look Inside Yourself (Guy Thomas & Bill Meyers)
Produced by 213
Executive Producer : Jim Ervin for L.A. Entertainment, Inc.
Engineers : Doug Parry, Mark Ettel
Mastered by Brian Newman
Originally Recorded in 1981 at Smoketree Studios, Chatsworth, CA & Oceanway Studios, Hollywood, CA
Mixed at Oceanway Studios, Hollywood, CA
Previously Unreleased
Remastered for CD release by Christian Obermayer at Strype Audio, Oslo, Norway
213 is :
Guy Thomas : Vocals, Guitar
Bill Meyers : Keyboards, String Arrangements & Vocals on "Good Friends"
Neil Stubenhaus : Bass
Vinnie Colaiuta : Drums
Jeff Porcaro : Drums on "Three Little Words", "Oh Me, Oh, My", "Under Her Spell" & "Woman"
Carlos Rios : Guitars
Additional Musicians :
Michael Fisher : Percussion
Dave Boruff : Saxophone