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1	The Last Time Written-By – Jake E. Lee, Ray Gillen	3:41
2	Show Me The Way Written-By – Jake E. Lee, Ray Gillen	4:12
3	Shine On Written-By – Greg Chaisson, Jake E. Lee, Ray Gillen	4:22
4	Whiskey Dust Written-By – Jake E. Lee, Ray Gillen	4:18
5	Joe's Blues Written-By – Jake E. Lee	0:57
6	Soul Stealer Written-By – Jake E. Lee, Ray Gillen	2:58
7	3 Day Funk Written-By – Jake E. Lee, Ray Gillen	3:52
8	Silver Horses Written-By – Jake E. Lee, Jeff Martin (3), Ray Gillen	4:40
9	Love Don't Mean A Thing Written-By – Jake E. Lee, Ray Gillen	4:01
10	Voodoo Highway Written-By – Jake E. Lee, Ray Gillen	2:22
11	Fire And Rain Written-By – James Taylor (2)	3:40
12	Heaven's Train Written-By – Greg Chaisson, Jake E. Lee, Ray Gillen	3:58
13	In A Dream Written-By – Ray Gillen	2:14

Acoustic Bass – Greg Chaisson (tracks: 13)
Acoustic Guitar [Dobro] – Jake E. Lee (tracks: 10, 13)
Backing Vocals – Jeff Martin (3) (tracks: 1, 3, 9)
Bass – Greg Chaisson (tracks: 1 to 9, 11, 12)
Blues Harp – Jeff Martin (3) (tracks: 7), Ray Gillen (tracks: 7)
Co-producer, Engineer – James A. Ball
Congas – Jeff Martin (3) (tracks: 7)
Cowbell – Jake E. Lee (tracks: 7)
Drums – Jeff Martin (3) (tracks: 1 to 4, 6 to 9, 11, 11)
Guiro – Jake E. Lee (tracks: 4)
Guitar – Jake E. Lee (tracks: 1 to 9, 11, 12)
Instruments [Gourd] – Jake E. Lee (tracks: 2)
Maracas – Jake E. Lee (tracks: 9), Jeff Martin (3) (tracks: 7, 12)
Mastered By – Greg Calbi
Organ – Jake E. Lee (tracks: 1, 3, 7, 8)
Piano – Jake E. Lee (tracks: 2, 11)
Producer – Jake E. Lee
Synthesizer [Moog Bass] – Jake E. Lee (tracks: 8)
Tambourine – Jake E. Lee (tracks: 1, 4, 8, 11), Jeff Martin (3) (tracks: 10)
Timbales – Jeff Martin (3) (tracks: 7)
Vocals – Ray Gillen