| 1 | When I Grow Up Mixed By – Spike Stent*, Rodney Jerkins Music By, Producer, Producer [Vocals] – Rodney "Darkchild" Jerkins* Vocals [Additional] – Rock City (2), Rodney Jerkins | 4:06 | |
| 2 | Bottle Pop Co-producer – Clubba Langg Featuring – Snoop Dogg Producer – Sean "The Pen" Garrett* Recorded By – Miles Walker | 3:30 | |
| 3 | Watcha Think About That Arranged By [Strings], Conductor – Ron Fair Banjo – Lissy Rosemond Edited By [Pro-Tools] – Tal Herzberg Featuring – Missy Elliott Keyboards – Jason Perry (2) Mixed By – Dave Pensado, Jaycen Joshua Mixed By [Assistant] – Andrew Wuepper Producer – Polow Da Don Producer [Vocals] – Esther Dean*, Ron Fair Recorded By – Aubry "Big Juice" Delaine*, Matt Wheeler, "Angry" Mike Eleopoulos*, Tal Herzberg, Tony Terrebonne Recorded By [Assistant] – Bryan Morton, Johnathan Merritt* Trumpet – Melvin Jones Tuba – Eric Florence | 3:48 | |
| 4 | I Hate This Part Edited By [Pro-Tools] – Tal Herzberg Instruments, Programmed By – Jonas Jeberg Mixed By – Peter Mokran Mixed By [Assistant] – Eric Weaver Producer – Cutfather, Jonas Jeberg Producer, Producer [Vocals] – Ron Fair Recorded By [Assistant] – Johnathan Merritt* | 3:39 | |
| 5 | Takin' Over The World Guitar – Daniel Groover Mixed By – Dave Pensado, Jaycen Joshua Producer – Chase N Cashe* Recorded By – Matt Wheeler | 3:35 | |
| 6 | Out Of This Club Arranged By, Mixed By [Co-mixed] – R. Kelly Featuring – Polow Da Don Guitar – Donnie Lyle, Patrick Hayes Mixed By – Dave Pensado, Jaycen Joshua Producer, Featuring – R. Kelly Recorded By – Abel Garibaldi | 4:08 | |
| 7 | Who's Gonna Love You Arranged By [Vocals] – Nicole Scherzinger Mixed By – Peter Mokran Mixed By [Assistant] – Eric Weaver Producer [Vocals], Arranged By [Vocals], Arranged By [Strings] – Ron Fair Producer, Vocals [Additional] – Polow Da Don Recorded By – Steve Baughman, Tony Terrebone* | 4:00 | |
| 8 | Happily Never After Acoustic Guitar – Robert "R.T." Taylor* Co-producer – Ne-Yo Drums – Glenn Camp Electric Guitar – Bart Buckso Mixed By – Kevin "KD" Davis* Producer – Shea Taylor Recorded By – Mike Tocci* Recorded By [Additional] – Daniel Laporte, Moses "Big Mo" Laporte* | 4:49 | |
| 9 | Magic Backing Vocals [Additional] – Candice Nelson Edited By [Additional Pro Tools] – Ron Taylor Engineer [Assistant] – Fareed Salamah Mixed By – Chris Godbey Producer – Jerome "Jroc" Harmon*, Timbaland Recorded By – Chris Godbey, Julian Vasquez | 3:41 | |
| 10 | Halo Backing Vocals [Additional] – Candice Nelson Edited By [Additional Pro Tools] – Ron Taylor Engineer [Assistant] – Fareed Salamah Guitar [Additional] – Dan Warner Mixed By – Chris Godbey Producer – Jerome "Jroc" Harmon*, Timbaland Recorded By – Chris Godbey, Julian Vasquez | 5:24 | |
| 11 | In Person Backing Vocals [Additional] – Candice Nelson Edited By [Additional Pro Tools] – Ron Taylor Engineer [Assistant] – Fareed Salamah Guitar [Additional] – Dan Warner Mixed By – Chris Godbey Producer – Jerome "Jroc" Harmon*, Timbaland Recorded By – Chris Godbey, Julian Vasquez | 3:36 | |
| 12 | Elevator Mixed By – Dave Pensado, Jaycen Joshua Producer – Rodney "Darkchild" Jerkins* Producer [Vocals] – Jordan Omley, Lashawn Daniels Written-By – C. Johnson*, R. Jerkins* | 3:41 | |
| 13 | Hush Hush Edited By [Pro-Tools] – Tal Herzberg Instruments, Programmed By – Andreas "Quiz" Romdhane & Josef Larossi* Mixed By – Dave Pensado, Jaycen Joshua Mixed By [Assisted] – Andrew Wuepper Producer – Quiz & Larossi*, Ron Fair Producer [Vocals], Arranged By [Strings], Conductor – Ron Fair Recorded By – "Angry" Mike Eleopoulos*, Tal Herzberg Recorded By [Strings] – Frank Wolf | 3:49 | |
| 14 | Love The Way You Love Me Co-producer – Kara DioGuardi Mixed By – Dave Pensado, Jaycen Joshua Producer – Chase N. Cashe, Hit-Boy Recorded By – Matt Wheeler | 3:21 | |
| 15 | Whatchamacallit Backing Vocals [Additional] – Candice Nelson Edited By [Additional Pro-Tools] – Ron Taylor Engineer [Assistant] – Fareed Salamah Mixed By – Chris Godbey Producer – Jerome "Jroc" Harmon*, Timbaland Recorded By – Chris Godbey, Julian Vasquez | 4:20 | |
| 16 | I'm Done Arranged By, Conductor, Producer, Wind Chimes – Ron Fair Bass, Edited By [Pro-Tools] – Tal Herzberg Co-producer – Tal Herzberg Drums – Gary Novak Guitar – John Goux, Rusty Anderson Mixed By – Jack Joseph Puig Mixed By [Assistant] – Dean Nelson Piano – Gary Prin Recorded By – "Angry" Mike Eleopoulos* | 3:18 | |
| 17 | Baby Love Producer – Will.I.Am* | 3:45 | |
| 18 | Perhaps, Perhaps, Perhaps Arranged By [Vocals], Producer – Ron Fair Arranged By, Conductor – Jerry Hey Edited By [Pro-Tools] – Tal Herzberg Engineer [Recording Assistant] – Johnathan Merritt*, Rouble Kapoor Mixed By – Allen Sides Mixed By [Assistant] – Aaron Walk Written-By – O. Farrés* | 2:15 |