| 1 | Possession Bass – Brian Minato Drums – Ashwin Sood, Lou Shefano Guitar – Bill Dillon Guitar, Vocals – Sarah McLachlan Keyboards, Drum Machine – Pierre Marchand Organ [Hammond B-3] – David Kershaw | 4:39 | |
| 2 | Wait Bass, Shaker – Pierre Marchand Drums – Ashwin Sood Guitar, Vocals – Sarah McLachlan Organ [Hammond B-3] – David Kershaw | 4:10 | |
| 3 | Plenty Bass – Brian Minato Drums – Ashwin Sood Guitar, Organ [Guitorgan] – Bill Dillon Keyboards, Sounds [Found Sound], Bass – Pierre Marchand Vocals – Sarah McLachlan | 4:05 | |
| 4 | Good Enough Bass – Brian Minato Drum Machine [Percussion Machine] – Pierre Marchand Drums – Ashwin Sood Guitar, Organ [Guitorgan] – Bill Dillon Piano, Vocals – Sarah McLachlan | 5:01 | |
| 5 | Mary Bass, Drum Machine – Pierre Marchand Guitar, Piano – Bill Dillon Guitar, Piano, Vocals – Sarah McLachlan | 3:53 | |
| 6 | Elsewhere Bass – Pierre Marchand Drums, Percussion – Jerry Marotta Guitar, Piano, Vocals – Sarah McLachlan Organ [Hammond B3] – David Kershaw | 4:42 | |
| 7 | Circle Bass – Brian Minato Bass [Additional] – Bill Dillon, Pierre Marchand Drums – Ashwin Sood Guitar – Bill Dillon Guitar, Vocals – Sarah McLachlan Keyboards – Pierre Marchand Percussion – Jerry Marotta | 3:42 | |
| 8 | Ice Acoustic Guitar, Vocals – Sarah McLachlan Drums, Percussion – Ashwin Sood Organ [Fake B3], Drum Machine [Percussion Machine], Bass – Pierre Marchand Saxophone – Michel Dubeau | 3:53 | |
| 9 | Hold On Acoustic Guitar [Intro], Vocals – Sarah McLachlan Drum Machine, Keyboards – Pierre Marchand Drums – Ashwin Sood Guitar, Bass – Bill Dillon Organ [Hammond B3] – David Kershaw | 4:08 | |
| 10 | Ice Cream Drums – Guy Nadon Piano, Vocals – Sarah McLachlan | 2:45 | |
| 11 | Fear Cello – Jane Scarpantoni Keyboards, Bass, Drum Machine [Percussion Machine] – Pierre Marchand Percussion – Jerry Marotta Piano, Vocals – Sarah McLachlan | 3:56 | |
| 12a | Fumbling Towards Ecstasy Drum Programming [808], Bass, Piano, Keyboards – Pierre Marchand Drums – Jerry Marotta Guitar – Bill Dillon Guitar, Vocals – Sarah McLachlan | 9:46 |