Track listing

1. "Down on Me" – 2:56
2. "I Want to Want You" – 4:08
3. "Swan Song" – 3:32
4. "Sneaking Around" – 4:15
5. "Backseat" – 6:05
6. "Live It Up" – 3:37
7. "You Are the Camera" – 4:02
8. "Running Out" – 3:08
9. "Bad Day" – 5:02
10. "Let's Blow It All" – 4:01
11. "Sellout" (UK Bonus Track) - 3:59
12. "Trying Not To Think About It" (UK Bonus Track) - 3:07

Credits

• Juliana Hatfield - 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...
  
  , keyboards
  Keyboard instrument
  A keyboard instrument is a musical instrument which is played using a musical keyboard. The most common of these is the piano. Other widely used keyboard instruments include organs of various types as well as other mechanical, electromechanical and electronic instruments...
  
  , 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...
  
  
• Todd Philips - percussion
  Percussion instrument
  A percussion instrument is any object which produces a sound when hit with an implement or when it is shaken, rubbed, scraped, or otherwise acted upon in a way that sets the object into vibration...
  
  , 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 ....
  
  
• Mikey Welsh
  Mikey Welsh
  Michael Edward "Mikey" Welsh was an American artist and musician, best known as the former bassist of Weezer. He played with Weezer frontman Rivers Cuomo during Cuomo's time in Boston during the hiatus in the band Homie...
  
   - bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  

Production

• Producer: Juliana Hatfield
• Engineer: Jon Williams
• Package design: Tom Bonauro, Jim Goldberg
  Jim Goldberg
  Jim Goldberg is an American photographer and writer whose work reflects long-term, in-depth collaborations with neglected, ignored, or otherwise outside-the-mainstream populations.-Artistic career:...
  
  
• Design assistant: Richard Turtletaub
• Photography: Jim Goldberg