Label : Virgin Records
01 - I Don't Want To Fall In Love (Sam Phillips)02 - I Don't Know How To Say Goodbye To You (Sam Phillips)
03 - Flame (Sam Phillips)
04 - Remorse (Sam Phillips)
05 - What Do I Do (Sam Phillips)
06 - I Can't Stop Crying (Sam Phillips)
07 - Holding On To The Earth (Sam Phillips & T-Bone Burnett)
08 - She Can't Tell Time (Sam Phillips & T-Bone Burnett)
09 - What You Don't Want To Hear (Sam Phillips)
10 - Out Of Time (Sam Phillips)
Produced by T-Bone Burnett
Mixed by Kevin Killen
Recorded by Rik Pekkonen
Assisted by Mike Ross
T-Bone Burnett : Guitar, Mandocello, Marxophone
Jerry Scheff : Bass
Mickey Curry : Drums
Steve Jordan : Drums
Alex Acuña : Percussion & Drums
Ralph Forbes : Drum Machine
Mike Utley : Organ
Darrell Leonard : Trumpet
Buell Nedlinger : Cello & String Bass
David Miner : Harpsichord Harmonium Bass
"What Do I Do" Arranged by Van Dyke Parks & T-Bone Burnett
Additional Recording by Tchad Blake
Assistant Engineers : Dave Knight, Brian Soucy, Cliff Norrel
Recorded at Ocean Way Recorders & Sunset Sound Factory
Mastered by Howie Weinberg at Masterdisk
