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a&r Gee Roberson
a&r Lenny Santiago
a&r [administration] Rob Mitchell
a&r [coordinator] Darcell Lawrence
a&r [direction] Kyambo Joshua
art direction Jason Noto
coordinator [recording administration] Tony Vanias
design [architectual imagery] Bernheimer Design
design [architectual imagery] Della Valle
tracks 5, 6, 10 engineer [assisted] Shane "Bermuda" Woodley
executive-producer Damon Dash
executive-producer Kareem Burke
executive-producer Shawn Carter
liner notes Takashi Futatsugi
management Roc-A-Fella Management
management [business affairs] Jonathan Lieberman
management [business affairs] Susan Sneider
management [legal counsel] Jennifer Justice
management [legal counsel] Michael Guido
management [marketing] Chaka Pilgrim
management [marketing] Deidre L. Graham
mastered by Tony Dawsey
tracks 3, 8 mixed by DURO
tracks 1, 11, 13a mixed by Doug Wilson
tracks 4 to 6, 9, 10 mixed by Jason Goldstein
photography by Jonathan Mannion
tracks 1, 11, 13a producer Bink!
tracks 4, 6, 10 producer Just Blaze
tracks 2, 3, 8, 9 producer Kanye West
tracks 1, 13a programmed by [all programming] Bink!
tracks 1 to 6, 8 to 13a recorded by Gimel "Young Guru" Keaton
tracks 2 to 4, 8, 9 recorded by Kamel Abdo
tracks 4, 6, 10 written-by Justin Smith
tracks 2, 3, 8, 9 written-by Kanye West
tracks 1, 11, 13a written-by Roosevelt Harrell III
tracks 1 to 13a written-by Shawn Carter
Record Company UM³/USM Japan
Marketed By Universal Music K.K.
Distributed By Universal Music K.K.
Produced For One Shot Deal Muzak (2)
Produced For J II J Enterprises
Produced For Loreal Inc.
Produced For Roc The World
Produced For Konman Productions
Produced For F.O.B. Entertainment
Produced For NQC Entertainment
Produced For Track Masters Entertainment Inc.
Produced For N.Q.C. Management
Produced For Timbaland Productions, Inc.
Produced For Angry Blonde Productions, Inc.
Phonographic Copyright (p) Roc-A-Fella Records, LLC
Copyright (c) Roc-A-Fella Records, LLC
Published By Warner-Tamerlane Publishing Corp.
Published By Zomba Enterprises, Inc.
Published By BDP Music
Published By Unichappell Music, Inc.
Published By Slamina Music
Published By Carbert Music, Inc.
Published By Ludlow Music, Inc.
Published By Universal - PolyGram International Publishing, Inc.
Published By London Music UK
Published By Soul Clap Music (2)
Published By Jobete Music Co., Inc.
Published By Sa-Vette Music Co.
Published By Super Songs Unltd.
Published By Dynatone Publishing Co.
Published By Universal Music Publishing
Published By Stone Diamond Music Corp.
Published By Extra Slick Music
Published By Chitty-Chitty Music
Published By Heavy Harmony Music
Published By Irving Music, Inc.
Published By Al Green Music, Inc.
Published By Warner Chappell Music Ltd.
Recorded At Baseline Studios
Recorded At Manhattan Center
Mixed At Sound On Sound, New York
Mixed At Baseline Studios
Mixed At Right Track Recording
Mixed At Capitol Studios
Mixed At Studio A Recording, Inc.
Mastered At Masterdisk
Track 1:
Produced for One Shot Deal Muzak/J II J Enterprises/Loreal, Inc.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Sound On Sound Studios, NYC for Loreal, Inc.

Contains samples from the Jackie Moore recording If (P. Hurtt, B. Sigler) Warner-Tamerlane Publishing Corp. (BMI).

Track 2:
Produced for Roc The World/Kanman Productions.
Recorded at Baseline Studios, NYC for Loreal, Inc. and Beast From The Middle East.
Mixed at Baseline Studios, NYC for Loreal, Inc.

Contains a sample of Sound Of Da Police (L. Parker, E. Burdon, A. Lomax, B. Chandler, R. Lemay) Zomba Enterprises Inc. o/b/o itself & BDP Music (ASCAP)/Unichappell Music Inc. o/b/o itself/Slamina Music, Inc./Carbert Music, Inc./Ludlow Music Inc. (BMI)/Universal PolyGram International Publishing Inc. o/b/o London Music UK and Soulcap Music (ASCAP). Performed by KRS-One.
Features samples from The Doors recording Five To One.

Track 3:
Produced for Roc The World/Kanman Productions.
Recorded at Baseline Studios, NYC for Loreal, Inc. and Beast From The Middle East.
Mixed at Right Track Studios, NYC for No Question Entertainment/Loreal, Inc.

Contains elements from I Want You Back (B. Gordy, A. Mizell, F. Perren, D. Richards) Jobete Music Co., Inc. (ASCAP). Performed by The Jackson 5.

Track 4:
Produced for F.O.B. Entertainment/N.Q.C. Entertainment/Roc The World.
Recorded at Baseline Studios, NYC for Loreal, Inc. and Beast From The Middle East.
Mixed at Baseline Studios, NYC.

Contains samples from I Love You More And More Every Time (T. Brock, R. Relf) Unichappell Music, Inc. (BMI)/Sa-Vette Music (BMI)/Super Songs Unlimited (BMI). Performed by Tom Block.

Track 5:
Produced for Track Masters Entertainment Inc.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Baseline Studios, NYC.

Track 6:
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Baseline Studios, NYC.

Contains a sample of I'm Not To Blame (Bobby Byrd) Unichappell Music, Inc. o/b/o Dynatone Publishing Co. (BMI). Performed by Bobby Byrd.

Track 7:
Produced for Timbaland Productions, Inc.
Recorded at Manhattan Center, NYC.
Mixed at Capitol Studios, LA.

Track 8:
Produced for Roc The World/Kanman Productions.
Recorded at Baseline Studios, NYC for Loreal, Inc. and Beast From The Middle East Inc.
Mixed at Right Track Studios, NYC for No Question Entertainment/Loreal, Inc.

Contains samples from Ain't No Love In The Heart Of The City (M. Price, D. Walsh) Universal Music Publishing. Performed by Bobby Blue Bland.

Track 9:
Produced for Roc The World/Kanman Productions.
Recorded at Baseline Studios, NYC for Loreal, Inc. and Beast From The Middle East.
Mixed at Right Track Studios, NYC.

Contains samples from Common Man (B. Miller) Stone Diamond Music (BMI). Performed by David Ruffin.

Track 10:
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Baseline Studios, NYC.

Contains samples from Sounds Like A Love Song (D. Gibbs, R. Johnson) Extra Slick Music (ASCAP)/Chitty Chitty Music (ASCAP) both administered by Heavy Harmony Music. Performed by Bobby Glenn.

Track 11:
Produced for One Shot Deal Muzak/J II J Enterprises/Loreal, Inc.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Sound On Sound Studios, NYC for Loreal, Inc.

Track 12:
Produced for Angry Blond Productions, Inc.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Studio A Recording.

Track 13a:
Produced for One Shot Deal Muzak/J II J Enterprises/Loreal, Inc.
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Sound On Sound Studios, NYC for Loreal, Inc.

Contains a sample from Free At Last (A. Green) Universal Music Publishing o/b/o Irving Music Inc. (BMI)/Al Green Music Inc. (BMI)/Warner-Chappell Music Ltd. Performed by Al Green.

Tracks 1, 11, 13a BMI/SESAC.
Tracks 2 to 6, 8 to 10 BMI/ASCAP.
Tracks 7, 12 BMI.

Eminem appears courtesy of Aftermath Entertainment.
Guest appearance by Q-Tip courtesy of Arista Records, Inc.
Guest appearance by Slick Rick courtesy of Def Jam Recordings.
Guest appearance by Biz Markie courtesy of Groove Attack Superrapping/Bizmont.

Mastered at Masterdisk, NYC.

℗ © 2001 Roc-A-Fella Records, L.L.C.
2006 UM³/USM Japan, a Universal Music Company.
Marketed & distributed by Universal Music K.K.
Made in Japan.

2006 re-issue, comes with obi and four-fold leaflet. Leaflet contains liner notes and tracklisting in Japanese.
Released in a standard clear jewel case with clear tray.
Track 7 is misspelled as Hola' Hovita on the booklet.
Track 12 is misspelled as Renagade on the back cover & booklet.
Tracks 13b and 13c are secret track, listed only on the leaflet.
Track duration from PC.
Barcode: 4 988005 436443
Mastering SID Code: IFPI L235
Mould SID Code: IFPI 4011
Matrix / Runout: UICY-9775 1R V
Rights Society: JASRAC