Label : A&M Records
01 - The Way It Really Is (Lisa Loeb & Glen Ballard)02 - Bring Me Up (Lisa Loeb)
03 - Underdog (Lisa Loeb & Dweezil Zappa)
04 - Everyday (Lisa Loeb & Randy Scruggs)
05 - Someone You Should Know (Lisa Loeb & Dave Bassett)
06 - Drops Me Down (Lisa Loeb)
07 - We Could Still Belong Together (Lisa Loeb, Sheppard Solomon & Sean Kelly)
08 - Kick Start (Lisa Loeb & Gary Burr)
09 - You Don't Know Me (Lisa Loeb & Dweezil Zappa)
10 - Payback (Lisa Loeb)
11 - Too Fast Driving (Lisa Loeb)
12 - She's Falling Apart (Lisa Loeb, Thom Shuyler & Derek Holt)
String Sessions
All String Arrangements by Dan Coleman
String Sessions Contractor : Bill Hughes
"Underdog"
Dan Coleman : Conductor
Violin : Endre Granat, Charlie Bisharat, Jackie Brand, Mario DeLeon, Joel Derouin, Bruce Dukov, Armen Garabedian, Alan Grunfeld, Tiffany Hu, Natalie Leggett, Sara Parkins, Anatoly Rosinsky
Viola : Pam Goldsmith, Marlo Fisher, Simon Oswell
Cello : Steve Erdody, Larry Corbett, Tim Landauer
"Someone You Should Know" & "The Way It Really Is"
Ben Loeb : Conductor
Engineered by Michael C. Ross at Capitol Studios
Charlie Paakkari : Assistant Engineer
Mike Glines : Assistant Engineer
Violin : Endre Granat, Murray Adler, Charlie Bisharat, Joel Derouin, Bruce Dukov, Armen Garabedian, Berj Garabedian, Clayton Haslop, Tiffany Hu, Natalie Leggett, Sara Parkins
Viola : Brian Dembaw, Pam Goldsmith, John Scanlon
Cello : Cecilia Tsan, Eric Gaenslen, David Low
Mastered by Ted Jensen at Sterling Sound
A&R : Ron Fair
Executive Producer : Ron Fair
01 - The Way It Really Is
Lisa Loeb : Vocals, Harmonies, Acoustic Guitar
Rusty Anderson : Electric Guitar
Leland 'Lee' Sklar : Bass
Matt Chamberlain : Drums
Produced by Lisa Loeb & Peter Collins for Jill Music, Ltd.
Engineered by Michael C. Ross at The Village
Vocal Overdubs Recorded at Royaltone
Mixed by Jack Joseph Puig at Ocean Way
Vocal Arrangement : Lindy Robbins
Jason Wormer : Assistant Engineer (Tracking & Overdubs)
Michael Zainer : Assistant Engineer (Overdubs)
Steve Deutsch : ProTools Engineer
02 - Bring Me Up
Lisa Loeb : Vocals, Acoustic Guitar
Rusty Anderson : Electric Guitar
Leland 'Lee' Sklar : Bass
Matt Chamberlain : Drums
Produced by Lisa Loeb & Peter Collins for Jill Music, Ltd.
Engineered by Michael C. Ross at The Village
Vocal Overdubs Recorded at Royaltone
Mixed by Jack Joseph Puig at Ocean Way
Vocal Arrangement : Lindy Robbins
Jason Wormer : Assistant Engineer (Tracking & Overdubs)
Michael Zainer : Assistant Engineer (Overdubs)
Joe Zook : Assistant Engineer (Mixing)
Steve Deutsch : ProTools Engineer
Based on Original Demo Produced by Lisa Loeb & Juan Patiño
Bass Inspired by Joe Quigley's Perfomance
03 - Underdog
Lisa Loeb : Lead vocals, Background vocals, Acoustic Guitar
Dweezil Zappa : Electric & Acoustic Guitars
Leland 'Lee' Sklar : Bass
Abraham Laboriel Jr. : Drums
Michael Sherwood : Piano
Steve Forman : Percussion
Joe Travers : Snare Drum Fills
Engineered by Michael C. Ross at The Village
Assistant : Howard Karp
Steve Deutsch : ProTools Engineer
Produced by Lisa Loeb & Peter Collins for Jill Music, Ltd. & Dweezil Zappa
Mixed by Bob Clearmountain
Second Engineer : David Boucher
04 - Everyday
Lisa Loeb : Vocals, Background vocals, Acoustic Guitars, Piano
Randy Scruggs : Electric Guitar
Leland 'Lee' Sklar : Bass
Jim Cox : Keyboards
Ronny Crawford : Drums & Percussion
Engineered by David Reitzas at Conway Studios
Assistant Engineer : Nick Marshall
Co-Produced by Lisa Loeb & Randy Scruggs
Mixed by David Reitzas
05 - Someone You Should Know
Lisa Loeb : Vocals, Acoustic Guitar
Rusty Anderson : Acoustic & Electric Guitar
Leland 'Lee' Sklar : Bass
Matt Chamberlain : Drums
Marvin B. Gordy III : Percussion
Dave Bassett : Background vocals, Acoustic & Electric Guitar
Produced by Lisa Loeb & Peter Collins for Jill Music, Ltd.
Engineered by Michael C. Ross at The Village
Vocal Overdubs Recorded at Royaltone
Mixed by Jack Joseph Puig at Ocean Way
Vocal Arrangement : Lindy Robbins
Jason Wormer : Assistant Engineer (Tracking & Overdubs)
Michael Zainer : Assistant Engineer (Overdubs)
Joe Zook : Assistant Engineer (Mixing)
Steve Deutsch : ProTools Engineer
06 - Drops Me Down
Lisa Loeb : Lead vocals, Acoustic Guitar, Electric Guitar
Dweezil Zappa : Electric Guitar Solo
Joe Quigley : Bass
Ronny Crawford : Drums
Michael Sherwood : Wurlitzer Piano
Engineered by Dweezil Zappa at Bitch Stevenson Sound
Produced by Lisa Loeb & Dweezil Zappa
Mixed by Bob Clearmountain
Second Engineer : David Boucher
07 - We Could Still Belong Together
Lisa Loeb, Dweezil Zappa, Mark Spencer : Guitars
Joe Quigley : Bass
Ronny Crawford : Drums & Percussion
Produced by Lisa Loeb & Dweezil Zappa
Engineered by Dweezil Zappa at Bitch Stevenson Sound
Mixed by Mike Shipley at Record One
ProTools : Tal Herzberg, Cory Churko
Additional Engineering by Dave Reitzas at Extasy Studios
Assistant Engineers : Nick Marshall, Brian Vibberts
Written & Recorded at Chateau Marouatte
08 - Kick Start
Lisa Loeb : Vocals
Gary Burr : Acoustic Guitar, Percussion Programming
Engineered by Gary Burr
Mixed by Bob Clearmountain
Second Engineer : David Boucher
09 - You Don't Know Me
Lisa Loeb : Lead vocals, Background vocals, Acoustic Guitars & 12 String Electric Guitar
Dweezil Zappa : Electric Guitar
Mark Meadows : Bass
Joe Travers : Drums & Percussion
Anne Previn : Background vocals & Whistling
Lala Sloatman : Whistling
Engineered by Dweezil Zappa at Bitch Stevenson Sound
Produced by Lisa Loeb & Dweezil Zappa
Mixed by Bob Clearmountain
Second Engineer : David Boucher
10 - Payback
Lisa Loeb : Lead vocals, Background vocals, Acoustic Guitar
Dweezil Zappa : Lead Guitar, Fuzz Bass
Jonatha Brooke : Background vocals
Joe Quigley : Bass
Ronny Crawford : Drums & Percussion
Michael Sherwood : Wurlitzer Piano
Engineered by Dweezil Zappa at Bitch Stevenson Sound
Produced by Lisa Loeb & Dweezil Zappa
Mixed by Bob Clearmountain
Second Engineer : David Boucher
11 - Too Fast Driving
Lisa Loeb : Lead vocals, Background vocals, Acoustic Guitar, Electric Guitars
Dweezil Zappa : Electric Guitar
Joe Quigley : Bass
Ronny Crawford : Drums
Michael Sherwood : Groovy Distorted Wurlitzer & Grand Piano
The Tantalizer : Piano Solo in Outro
Engineered by Dweezil Zappa at Bitch Stevenson Sound
Produced by Lisa Loeb & Dweezil Zappa
Mixed by Bob Clearmountain
Second Engineer : David Boucher
12 - She's Falling Apart
Lisa Loeb : Vocals, Acoustic Guitar
Derek Holt : Acoustic Bass, Background vocals
Thom Schuyler : Acoustic Guitar, Background vocals
Dweezil Zappa : Electric Guitar Solo
Engineered by Marty Beal
Mixed by Bob Clearmountain
Second Engineer : David Boucher
Written & Recorded at Chateau Marouatte