Track listing

1. "He's Got a Way with Women" (Rodney Lay, Hank Thompson) – 3:31
2. "Which Way Steinway" – 3:21
3. "I Wonder" (Cecil Gant, Raymond Leveen) – 5:01
4. "How'd We Get So Good at Sayin' Good-Bye" – 4:06
5. "I Found Faith" – 2:45
6. "Keep on Lookin'" – 4:09
7. "She Wouldn't Give Me None" (Minnie McCoy, Joe McCoy) – 3:15
8. "I Know Better Now" – 3:11
9. "Back Where I Began" – 3:00
10. "Smokin' Good Time" – 3:15
11. "Stuff You Gotta Watch" (Tom Dowd, Dan Greer, George Jackson) – 2:32
12. "If I Could Be with You (One Hour Tonight)
    If I Could Be with You (One Hour Tonight)
    "If I Could Be with You " is a popular song.The music was written by James P. Johnson, the lyrics by Henry Creamer. The song was published in 1926 and first recorded by Clarence Williams' Blue Five with vocalist Eva Taylor in 1927...
    
    " (Henry Creamer
    Henry Creamer
    Henry Creamer was an American popular song lyricist. He was born in Richmond, Virginia and died in New York. He co-wrote many popular songs in the years from 1900 to 1929, often collaborating with Turner Layton, with whom he also appeared in vaudeville.Creamer was a co-founder with James Reese...
    
    , James P. Johnson
    James P. Johnson
    James P. Johnson was an American pianist and composer...
    
    ) – 2:03

Personnel

• A. J. Croce – piano
  Piano
  The piano is a musical instrument played by means of a keyboard. It is one of the most popular instruments in the world. Widely used in classical and jazz music for solo performances, ensemble use, chamber music and accompaniment, the piano is also very popular as an aid to composing and rehearsal...
  
  , vocals
  Singing
  Singing is the act of producing musical sounds with the voice, and augments regular speech by the use of both tonality and rhythm. One who sings is called a singer or vocalist. Singers perform music known as songs that can be sung either with or without accompaniment by musical instruments...
  
  
• Bob Boss – electric guitar
  Electric guitar
  An electric guitar is a guitar that uses the principle of direct electromagnetic induction to convert vibrations of its metal strings into electric audio signals. The signal generated by an electric guitar is too weak to drive a loudspeaker, so it is amplified before sending it to a loudspeaker...
  
  
• Garnett Brown
  Garnett Brown
  Garnett Brown is a jazz trombonist who has worked with The Crusaders, Herbie Hancock, Lionel Hampton, and others.He graduated from the University of Arkansas at Pine Bluff and later studied film scoring and electronic music at UCLA In 1974 he won the Down Beat Reader's poll for trombonist, and...
  
   – trombone
  Trombone
  The trombone is a musical instrument in the brass family. Like all brass instruments, sound is produced when the player’s vibrating lips cause the air column inside the instrument to vibrate...
  
  
• T-Bone Burnett
  T-Bone Burnett
  Joseph Henry Burnett , widely known as T-Bone Burnett, is an American musician, songwriter, and soundtrack and record producer.He was a guitarist in Bob Dylan's band on the Rolling Thunder Revue...
  
   – acoustic guitar
• Armando Campion – acoustic bass
  Acoustic bass guitar
  The acoustic bass guitar is a bass instrument with a hollow wooden body similar to, though usually somewhat larger than a steel-string acoustic guitar...
  
  
• Ron Carter
  Ron Carter
  Ron Carter is an American jazz double-bassist. His appearances on over 2,500 albums make him one of the most-recorded bassists in jazz history, along with Milt Hinton, Ray Brown and Leroy Vinnegar. Carter is also an acclaimed cellist who has recorded numerous times on that...
  
   – bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , acoustic bass
• Evan Christopher
  Evan Christopher
  Evan Christopher is an American clarinetist and composer based in New Orleans, Louisiana. Recognized mainly for a personal brand of "contemporary early-jazz,” he strives to extend the legacy of the unique clarinet style anchored in the musical vocabulary created by early New Orleans clarinetists...
  
   – clarinet
  Clarinet
  The clarinet is a musical instrument of woodwind type. The name derives from adding the suffix -et to the Italian word clarino , as the first clarinets had a strident tone similar to that of a trumpet. The instrument has an approximately cylindrical bore, and uses a single reed...
  
  , tenor saxophone
  Tenor saxophone
  The tenor saxophone is a medium-sized member of the saxophone family, a group of instruments invented by Adolphe Sax in the 1840s. The tenor, with the alto, are the two most common types of saxophones. The tenor is pitched in the key of B, and written as a transposing instrument in the treble...
  
  
• Armando Compion – bass, electric bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  
• Dave Curtis – electric bass
• Tim Drummond
  Tim Drummond
  Tim Drummond is an American bass guitarist who has toured and recorded with many notable artists including Conway Twitty, Bob Dylan, James Brown, Eric Clapton, Neil Young, Crosby, Stills, & Nash, Ry Cooder, J. J. Cale, Lonnie Mack, Miles Davis, B.B...
  
   – electric bass
• Sally Dworsky – background vocals
• Chuck Findley
  Chuck Findley
  Chuck Findley is an American session musician. Most widely-known as a trumpet player, he also plays other brass instruments such as flugelhorn and trombone...
  
   – trumpet
  Trumpet
  The trumpet is the musical instrument with the highest register in the brass family. Trumpets are among the oldest musical instruments, dating back to at least 1500 BCE. They are played by blowing air through closed lips, producing a "buzzing" sound which starts a standing wave vibration in the air...
  
  
• Robben Ford
  Robben Ford
  Robben Ford is an American blues, jazz and rock guitarist.-Biography:Ford was born in Woodlake, California, United States, but raised in Ukiah, California, and began playing the saxophone at age 10, picking up the guitar at age 13...
  
   – acoustic guitar, guitar
  Guitar
  The guitar is a plucked string instrument, usually played with fingers or a pick. The guitar consists of a body with a rigid neck to which the strings, generally six in number, are attached. Guitars are traditionally constructed of various woods and strung with animal gut or, more recently, with...
  
  , electric guitar
• Gary Herbig – baritone saxophone
  Baritone saxophone
  The baritone saxophone, often called "bari sax" , is one of the largest and lowest pitched members of the saxophone family. It was invented by Adolphe Sax. The baritone is distinguished from smaller sizes of saxophone by the extra loop near its mouthpiece...
  
  
• Dick Hyde – tuba
  Tuba
  The tuba is the largest and lowest-pitched brass instrument. Sound is produced by vibrating or "buzzing" the lips into a large cupped mouthpiece. It is one of the most recent additions to the modern symphony orchestra, first appearing in the mid-19th century, when it largely replaced the...
  
  
• Jim Keltner
  Jim Keltner
  James Lee "Jim" Keltner is an American drummer known primarily for his session work. He has contributed to the work of many well-known artists...
  
   – drums
  Drum kit
  A drum kit is a collection of drums, cymbals and often other percussion instruments, such as cowbells, wood blocks, triangles, chimes, or tambourines, arranged for convenient playing by a single person ....
  
  
• Paul Kimbarrow – drums
• Mitch Manker & his Brass Section – trumpet
• Arnold McCuller
  Arnold McCuller
  Arnold McCuller is an American vocalist, record producer, born and raised in Cleveland, Ohio. While establishing his own career as a singer, and working as a very busy session musician, McCuller has become best known for his work as a back-up singer for famous artists with long careers, including...
  
   – background vocals
• Carolyn Perry – background vocals
• Lori Perry – background vocals
• Sharon Perry – background vocals
• Greg Prestopino – background vocals
• Bill Reichenbach, Jr. – trombone, bass trombone
• Jim Self – tuba
• Paco Shipp – harmonica
  Harmonica
  The harmonica, also called harp, French harp, blues harp, and mouth organ, is a free reed wind instrument used primarily in blues and American folk music, jazz, country, and rock and roll. It is played by blowing air into it or drawing air out by placing lips over individual holes or multiple holes...
  
  , tenor saxophone
• John Simon
  John Simon (record producer)
  John Simon is an American musician, record producer, and composer. He is best known for his work with The Band as producer and musician on Music from Big Pink and The Band.-Biography:...
  
   – conductor
• Fred Tackett
  Fred Tackett
  Fred Tackett, an American native of Arkansas, is an accomplished songwriter and multi-instrumentalist. Originally a session player on guitar, mandolin, and trumpet, he is best known for his longevity as a member of the band Little Feat....
  
   – acoustic guitar, dobro
  Dobro
  Dobro is a registered trademark, now owned by Gibson Guitar Corporation and used for a particular design of resonator guitar.The name has a long and involved history, interwoven with that of the resonator guitar...
  
  
• Benmont Tench
  Benmont Tench
  Benjamin Montmorency Tench, III is an American keyboardist best known as a founding member of Tom Petty and the Heartbreakers.-Early years:...
  
   – organ
  Organ (music)
  The organ , is a keyboard instrument of one or more divisions, each played with its own keyboard operated either with the hands or with the feet. The organ is a relatively old musical instrument in the Western musical tradition, dating from the time of Ctesibius of Alexandria who is credited with...
  
  
• Snooky Young
  Snooky Young
  Eugene Edward "Snooky" Young was an American jazz trumpeter. He was known for his mastery of the plunger mute, with which he was able to create a wide range of sounds.-Biography:...
  
   – flugelhorn
  Flugelhorn
  The flugelhorn is a brass instrument resembling a trumpet but with a wider, conical bore. Some consider it to be a member of the saxhorn family developed by Adolphe Sax ; however, other historians assert that it derives from the valve bugle designed by Michael Saurle , Munich 1832 , thus...
  
  

Production

• Producers: T-Bone Burnett
  T-Bone Burnett
  Joseph Henry Burnett , widely known as T-Bone Burnett, is an American musician, songwriter, and soundtrack and record producer.He was a guitarist in Bob Dylan's band on the Rolling Thunder Revue...
  
  , John Simon
  John Simon (record producer)
  John Simon is an American musician, record producer, and composer. He is best known for his work with The Band as producer and musician on Music from Big Pink and The Band.-Biography:...
  
  
• Engineers: Steve MacMillan, Joe Schiff, Allen Sides
• Assistant engineers: Jim Champagne, Noel Hazen
• Mastering: Chris Bellman
• Production coordination: Joe Henry
• Arrangers: Evan Christopher, Mitch Manker & his Brass Section, John Simon
• Art direction: Melanie Penny
• Design: Kurt DeMunbrun
• Photography: William Claxton