01 - Hold Me Up (William Olivis)
02 - I'll See You Tonight (Mark Towner Williams)
03 - That's What She'd Say (Mark Towner Williams)
04 - Flying Lessons (Mark Towner Williams)
05 - Find Some Way (Mark Towner Williams)
06 - Feel Alright (Mark Towner Williams)
Produced & Arranged by Mark Towner Williams
Steve Porcaro : Synths on "I'll See You Tonight"
John Spicer : Guitar Solo on "Hold Me Up"
Larry Antonino : Bass on "Flying Lessons" & "Find Some Way", Background vocals on "Flying Lessons"
Lionel Williams : Additional Guitars
Cindy Payne : Additional Vocals on "Find Some Way" & "Hold Me Up"
John Flanders : Tenor Sax Solo through a Marshall Stack
All Other Noises : Lionel's Dad