Track listing

1. "What Do You Want the Boy to Do?" (Allen Toussaint
   Allen Toussaint
   Allen Toussaint is an American musician, composer, record producer, and influential figure in New Orleans R&B.Many of Toussaint's songs have become familiar through numerous cover versions, including "Working in the Coalmine", "Ride Your Pony", "Fortune Teller", "Play Something Sweet ", "Southern...
   
   ) – 3:19
2. "Good Enough" (John Hall, Johanna Hall) – 2:56
3. "Run Like a Thief" (J.D. Souther) – 3:02
4. "Fool Yourself" (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....
   
   ) – 3:04
5. "My First Night Alone Without You" (Kin Vassy
   Kin Vassy
   Charles Kindred "Kin" Vassy was a singer-songwriter who in addition to his solo recordings also recorded with other artists, most notably Kenny Rogers, Frank Zappa and Elvis Presley....
   
   ) – 3:07
6. "Walk Out the Front Door" (Mark T. Jordan, Rip Stock) – 3:09
7. "Sugar Mama" (Glen Clark) – 3:45
8. "Pleasin' Each Other" (Bill Payne
   Bill Payne
   Bill Payne is a founding member of American rock band Little Feat. He is considered by many other piano rock musicians, including Elton John, to be one of the finest American piano rock and blues music artists...
   
   , Fran Tate) – 3:44
9. "I'm Blowin' Away" (Eric Kaz
   Eric Kaz
   Eric Kaz, born in Brooklyn, New York in 1947, is a singer-songwriter active mainly in the late 1960s and the 1970s.-Biography:He first appeared on the popular music scene in the mid-60s playing piano in a band called Children of Paradise with Happy and Artie Traum...
   
   ) – 3:25
10. "Your Sweet and Shiny Eyes" (O'Bryne, O'Byrne) – 2:47

Personnel

• Bonnie Raitt - 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
  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...
  
  , 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...
  
  , slide guitar
  Slide guitar
  Slide guitar or bottleneck guitar is a particular method or technique for playing the guitar. The term slide refers to the motion of the slide against the strings, while bottleneck refers to the original material of choice for such slides: the necks of glass bottles...
  
  
• Harry Bluestone
  Harry Bluestone
  Harry Bluestone ' was a British violinist who composed music for TV and Movie. He was prolific and worked mainly on composing with Emil Cadkin. Earlier on, he was a violinist and freelanced on radio in the 1930s with Artie Shaw, Benny Goodman, and the Dorsey brothers. Some of his compositions were...
  
   - concert master
• George Bohannon - 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...
  
  , 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...
  
  , bass trumpet
  Bass trumpet
  The bass trumpet is a type of low trumpet which was first developed during the 1820s in Germany. It is usually pitched in 8' C or 9' B today, but is sometimes built in E and is treated as a transposing instrument sounding either an octave, a sixth or a ninth lower than written, depending on the...
  
  
• Jackson Browne
  Jackson Browne
  Jackson Browne is an American singer-songwriter and musician who has sold over 17 million albums in the United States alone....
  
   - vocals, background vocals
• Rosemary Butler
  Rosemary Butler
  Rosemary Butler began her career playing bass and singing in an all-girl band named the Ladybirds. The band appeared on several LA area television shows before opening for the Rolling Stones in 1964. She then joined all-female hard rock band Birtha who released two albums for Dunhill Records...
  
   - vocals, background vocals
• Venetta Fields
  Venetta Fields
  Venetta Fields is an American singer best known as session musician for leading rock and pop acts of the 1970s including Pink Floyd, Barbra Streisand, Steely Dan and the Rolling Stones...
  
   - vocals, background vocals
• Freebo
  Freebo
  Freebo is a bass and tuba player, guitarist, singer, songwriter, and producer noted primarily for his work with Bonnie Raitt. He is also a respected session musician who has recorded and performed with Ringo Starr, John Mayall, John Hall, Aaron Neville, Dr...
  
   - bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , guitar, 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...
  
  , vocals, guitarron
  Guitarrón
  See also: Guitarrón ChilenoThe guitarrón mexicano or Mexican guitarron, is a very large, deep-bodied Mexican 6-string acoustic bass played in mariachi groups...
  
  , fretless bass
• Jim Gordon - baritone saxophone
• Debbie Greene - vocals, background vocals
• John Kingsley Hall - guitar, electric guitar
• Emmylou Harris
  Emmylou Harris
  Emmylou Harris is an American singer-songwriter and musician. In addition to her work as a solo artist and bandleader, both as an interpreter of other composers' works and as a singer-songwriter, she is a sought-after backing vocalist and duet partner, working with numerous other artists including...
  
   - vocals, background vocals
• John Herald
  John Herald
  John Herald was an American folk and bluegrass songwriter, solo and studio musician, and one-time member of The Greenbriar Boys trio.-Biography:...
  
   - vocals, background vocals
• Dick Hyde
  Dick Hyde
  Richard Elde Hyde is an American former relief pitcher in professional baseball who worked in the Major Leagues for six seasons from to for the Washington Senators and Baltimore Orioles...
  
   - 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...
  
  , bass trumpet
• Richard Hyde - horn
• Jerry Jumonville - 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...
  
  
• Jef Labes - keyboard
  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...
  
  
• Maxayn Lewis - vocals, background vocals
• Gary Mallaber
  Gary Mallaber
  Gary Mallaber is a Los Angeles session drummer, percussionist and singer. He got his start playing drums in a band from Buffalo, New York, known as Raven....
  
   - 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 ....
  
  
• Will McFarlane - guitar, electric guitar
• Robbie Montgomery - vocals, background vocals
• Bill Payne
  Bill Payne
  Bill Payne is a founding member of American rock band Little Feat. He is considered by many other piano rock musicians, including Elton John, to be one of the finest American piano rock and blues music artists...
  
   - accordion
  Accordion
  The accordion is a box-shaped musical instrument of the bellows-driven free-reed aerophone family, sometimes referred to as a squeezebox. A person who plays the accordion is called an accordionist....
  
  , keyboard, vocals
• Jeff Porcaro
  Jeff Porcaro
  Jeffrey Thomas "Jeff" Porcaro was an American session drummer and a founding member of the Grammy Award winning band Toto. Porcaro was one of the most recorded drummers in history, working on hundreds of albums and thousands of sessions...
  
   - 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...
  
  
• Joe Porcaro
  Joe Porcaro
  Joseph Porcaro is an American jazz drummer, percussionist and educator....
  
   - percussion
• Greg Prestopino - vocals, background vocals
• Terry Reid
  Terry Reid
  Terry Reid is an English rock vocalist and guitarist. He has performed with high profile musicians, as a supporting act, a session musician, and sideman.- History :...
  
   - vocals, background vocals
• John Sebastian
  John Sebastian
  John Benson Sebastian Jr. is an American singer, songwriter, guitarist and autoharpist. He is best known as a founder of The Lovin' Spoonful, a band inducted into the Rock and Roll Hall of Fame in 2000...
  
   - autoharp
  Autoharp
  The autoharp is a musical string instrument having a series of chord bars attached to dampers, which, when depressed, mute all of the strings other than those that form the desired chord. Despite its name, the autoharp is not a harp at all, but a chorded zither. -History:There is debate over the...
  
  , harp
• William D. "Smitty" Smith - 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...
  
  , keyboard
• J.D. Souther - vocals, background vocals
• 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....
  
   - synthesizer
  Synthesizer
  A synthesizer is an electronic instrument capable of producing sounds by generating electrical signals of different frequencies. These electrical signals are played through a loudspeaker or set of headphones...
  
  , acoustic guitar, guitar, mandolin
  Mandolin
  A mandolin is a musical instrument in the lute family . It descends from the mandore, a soprano member of the lute family. The mandolin soundboard comes in many shapes—but generally round or teardrop-shaped, sometimes with scrolls or other projections. A mandolin may have f-holes, or a single...
  
  , keyboard, 12 string guitar, Fender Rhodes
• Willow VanDer Hoek - vocals, background vocals
• Tom Waits
  Tom Waits
  Thomas Alan "Tom" Waits is an American singer-songwriter, composer, and actor. Waits has a distinctive voice, described by critic Daniel Durchholz as sounding "like it was soaked in a vat of bourbon, left hanging in the smokehouse for a few months, and then taken outside and run over with a car."...
  
   - vocals, background vocals
• Dennis Whitted - 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 ....
  
  
• Jai Winding - piano, keyboard, clavinet
  Clavinet
  A Clavinet is an electrically amplified keyboard instrument manufactured by the Hohner company. It is essentially an electronically amplified clavichord, analogous to an electric guitar. Its distinctive bright staccato sound has appeared particularly in funk, disco, rock, and reggae songs.Various...
  
  

Production

• Producer: Paul Rothchild
• Engineer: Fritz Richmond
• Remastering supervisor: Ed Cherney
• Remastering: Gregg Geller
• Project coordinator: Jo Motta
• Horn arrangements: Nick DeCaro, Jerry Jumonville, Bill Payne, Fred Tackett
• String arrangements: Nick DeCaro
• Art direction: Lockart
• Photography: Michael Dobo, Norman Seeff
• Cover photo: Norman Seeff

Charts