Aimee Mann / Whatever
01. I Should've Known [4:53]
02. Fifty Years After The Fair [3:46]
03. 4th Of July [3:21]
04. Could've Been Anyone [4:28]
05. Put Me On Top [3:28]
06. Stupid Thing [4:27]
07. Say Anything [4:57]
08. Jacob Marley's Chain [3:01]
09. Mr. Harris [4:05]
10. I Could Hurt You Now [4:17]
11. I Know There's A Word [3:16]
12. I've Had It [4:42]
13. Way Back When [3:30]
14. Nothing [0:08]
Jon Brion [Drums on M1/4/11, Drum Fills on M4, Guitars on M4, Electric Guitars on M1/2/5/7, Electric Guitar on M6/10/12/13, Acoustic Guitars on M7, Turtle Guitar on M13, Bass on M1/4/7/13, Acoustic Bass on M8, Keyboards on M11, Piano on M4/6/7/9/12/13, Toy Piano on M13, Hammond Organ on M10/13, Pump Organ on M1/6/8, Cottage Organ on M12, B-3 on M12, Mellotron on M1/3~5/7/8/10, Chamberlin on M1/4/6/8, Harmonium on M6/8, Indian Harmonium on M10, Tambourine Piano on M10, Optigan on M2/4/6/12/13, Celeste on M12, Tuck Piano on M12, Wurlitzer on M12, Glockenspiel on M2/4/10, Tambourine on M2, Vibraphone on M3/4, Kazoo on M8, Bass Harmonica on M10/12, Piccolo on M12, Bottles on M12, Marimba on M13, Pipes on M13/14, Vocals on M1/2/4/5/7/10/13]
Aimee Mann [Vocals on M1~13, Bass on M1~3/5/6/10/11, Electric Guitar on M1, Acoustic Guitar on M3/13, Lo-Fi Acoustic Guitar on M10, Nylon String Guitar on M12, Pump Organ on M4, Mellotron on M5, Percussion on M7, Dixie Cup on M1]
Buddy Judge [Acoustic Guitar on M5/6/8/11/13, Hi-Fi Acoustic Guitar on M10, Bottles on M12, Pipes on M13/14, Vocals on M1/10~13]
Todd Nelson [Intro Guitar] on M1
Jim Keltner [Drums] on M2/5/6
Roger McGuinn [12-String Electric Guitar on M2, Vocals on M2, Byrds' Quotes on M4]
Michael Hausman [Drums on M3/10/13, Bass Drum on M12, Tongue Drum on M12, Cymbals on M12, Congas on M12, Percussion on M4, Orchestral Percussion on M8]
Milt Sutton [Drums] on M7
Randy Brion [Euphonium on M9, Trombone on M13]
Mike Breaux [Oboe on M9, Bassoon on M12]
Jimmie Haskell [Conduct] on M9
David Coleman [Electric Cello] on M10
-The Sid Sharp Strings-
Sidney Sharp [Violin] on M9/11
Joy Lyle [Violin] on M9/11
Harry Shirinian [Viola] on M9/11
Harry L. Shultz [Cello] on M9/11
Produced by Jon Brion [M1~9/11~14], Tony Berg [M10], Aimee Mann [M12], Michael Hausman [M12]
Engineered by Mark McKenna, Richard Benoit, Ray Blair, Mike Denneen, Ken Jordan, Steve Churehyard, Michael Reiter
Second Engineers by Mark Tanzer, Curt Anderson, Billy Cole, Brendan Haley
Mixed by Bob Clearmountain
[Mixed] Assisted by Michael Riter
Mastered by Bob Ludwig