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arranged by Reel Big Fish
art direction, design Mark Mediana
bass Matt Wong
cover Robert Barrett
drums, percussion Carlos De La Garza
edited by [digital editing] Aaron Barrett
edited by [digital editing] Josh Atkins
edited by [digital editing] Kyle Homme
edited by [digital editing] Shawn Sullivan
engineer [2nd] Adam Samuels
engineer [2nd] Joseph Zook
engineer [2nd] Josh Atkins
engineer [assistant] Pavan Grewall
engineer [chief] Shawn Sullivan
management Milano Music Management
management Vince Pileggi
mastered by George Marino
mixed by Kyle Homme
mixed by Shawn Sullivan
tracks 6, 13 percussion Iki Levy
tracks 7 percussion Kyle Homme
tracks 12 percussion Shawn Sullivan
photography by Richard Harbaugh
tracks 7, 10, 12 producer Aaron Barrett
tracks 14 producer Gordie Johnson
tracks 12 producer Scott Klopfenstein
tracks 1 to 6, 8, 9, 11, 13, 15, 16 producer Val Garay
tracks 14 recorded by David Schiffman
tracks 12 recorded by Jim Goodwin
tracks 12 recorded by John Avila
tracks 7, 10 recorded by Shawn Sullivan
tracks 1 to 6, 8, 9, 11, 13, 15, 16 recorded by Val Garay
technician [studio tech] Alex Feliscian
technician [studio tech] Ross Garfield
technician [studio tech] Tom Ames
trombone Dan Regan
tracks 7, 10, 14 trumpet Tyler Jones
tracks 1 to 4, 6, 8, 9, 13, 15, 16 trumpet, flugelhorn Tavis Werts
tracks 14 turntables Gordie Johnson
vocals, guitar Aaron Barrett
vocals, trumpet, guitar, piano Scott Klopfenstein
tracks 14 written-by Brad Nowell
tracks 12 written-by Kander And Ebb
tracks 1 to 11, 13, 15, 16 written-by Reel Big Fish
Manufactured By Zomba Recording Corporation
Phonographic Copyright (p) ZMJO Corporation
Copyright (c) ZMJO Corporation
Pressed By Denon Digital Industries
Recorded At World Class Audio
Recorded At The Sound Factory
Recorded At Jake's Place
Recorded At Paramount Recording Studios
Recorded At Grand Master Studios
Recorded At Brando's Paradise
Mixed At World Class Audio
Mastered At Sterling Sound
Track 16.3 is a hidden track.

Mixed at World Class Audio.

Recorded at the following studios:
World Class Audio - Anaheim, CA
Sound Factory - Hollywood, CA
Jakes Place - Studio City, CA
Paramount Studios - Hollywood, CA
Sony Music Studios - Santa Monica, CA
Grand Masters - Hollywood, CA
Brando's Paradise - San Gabriel, CA

Mastered at Sterling Sound - New York, NY.

Manufactured in the United States.
Printed in the United States.

Barcode: 0 12414 18112 1 (text)
Barcode: 012414181121 (Scanned)
Matrix / Runout: *1D* 01241418112 IFPI L433 B A1
Mastering SID Code: IFPI L433
Mould SID Code: IFPI 7496