Track listing

1. "Lights Out" (Don Covay
   Don Covay
   Don Covay is an American R&B/rock and roll/soul music singer and songwriter most active in the 1950s and 1960s, who received a Pioneer Award from the Rhythm and Blues Foundation in 1994...
   
   , Wolf) - 4:27
2. "I Need You Tonight" (Peter Bliss, Wolf) - 3:39
3. "Oo-Ee-Diddley-Bop!" (Michael Jonzun, Wolf, Gordon Worthy) - 4:13
4. "Gloomy Sunday
   Gloomy Sunday
   "Gloomy Sunday" is a song composed by Hungarian pianist and composer Rezső Seress and published in 1933, as "Vége a világnak" . Lyrics were written by László Jávor, and in his version the song was retitled "Szomorú vasárnap"...
   
   " (Lazlo Javor, Sam M. Lewis
   Sam M. Lewis
   Sam M. Lewis was a Jewish-American singer and lyricist, born in New York City, New York as Samuel Levine-Biography:...
   
   , Rezső Seress
   Rezso Seress
   Rezső Seress was a Hungarian pianist and composer. Some sources give his birth name as Rudolf Spitzer.Rezső Seress lived most of his life in poverty in Budapest, when, being Jewish, was taken to a labour camp by the Nazis during the Second World War...
   
   ) - 3:37
5. "Baby, Please Don't Let Me Go" (Jonzun, Maurice Starr, Wolf) - 4:02
6. "Crazy" (Jonzun, Wolf) - 3:49
7. "Poor Girl's Heart" (Jonzun, Wolf) - 3:04
8. "Here Comes That Hurt" (Jonzun, Wolf) - 3:14
9. "Pretty Lady" (Jonzun, Wolf) - 3:44
10. "Mars Needs Women" (Jonzun, Wolf) - 2:41
11. "Billy Bigtime" (Jonzun, Timothy S. Mayer, Wolf) - 4:40

Personnel

• Peter Wolf
  Peter Wolf
  Peter Wolf is an American Rhythm and Blues, Soul and Rock and Roll musician, best known as the lead vocalist for the J. Geils Band from 1967 to 1983; and for a successful musical solo career to date with writing partner Will Jennings.- Life and career :Wolf was born in the Bronx, New York...
  
   - conga
  Conga
  The conga, or more properly the tumbadora, is a tall, narrow, single-headed Cuban drum with African antecedents. It is thought to be derived from the Makuta drums or similar drums associated with Afro-Cubans of Central African descent. A person who plays conga is called a conguero...
  
  , vocals, background vocals
• Robin Beck
  Robin Beck
  Robin Beck is an American singer. She topped the singles chart in the UK in 1988, and Germany in 1989 with her single "First Time", which had come to the public's attention via its use in a Coca-Cola commercial....
  
   - vocals, background vocals
• Adrian Belew
  Adrian Belew
  Adrian Belew is an American guitarist, singer, songwriter, multi-instrumentalist and record producer...
  
   - 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...
  
  
• Peter Bliss - guitar, background vocals
• Tony "Rocks" Cowan - guitar
• Alan Dawson - 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...
  
  
• Elliot Easton
  Elliot Easton
  Elliot Easton plays lead guitar and sings backing vocals for The Cars. His guitar solos are integral part of the band's hit singles. He studied music at the Berklee College of Music...
  
   - guitar
• Eddie Gorodetsky - vocals, narrator
• Yogi Horton - percussion
• Mick Jagger
  Mick Jagger
  Sir Michael Philip "Mick" Jagger is an English musician, singer and songwriter, best known as the lead vocalist and a founding member of The Rolling Stones....
  
   - vocals, background vocals
• Michael Jonzun - bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , flute
  Flute
  The flute is a musical instrument of the woodwind family. Unlike woodwind instruments with reeds, a flute is an aerophone or reedless wind instrument that produces its sound from the flow of air across an opening...
  
  , guitar, percussion, conga, horn, 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...
  
  , background vocals
• Will Lee
  Will Lee (bassist)
  Will Lee aka William Franklin Lee IV is an American musician and bassist, best known for his work on the CBS television program The Late Show with David Letterman as part of the CBS Orchestra....
  
   - bass, vocals, background vocals
• Leon Mobley - conductor, conga
• P-Funk Horns - horn section
• Rick Peppers - guitar
• Elliott Randall
  Elliott Randall
  Elliott Randall is an American guitarist, most known for being a session musician with popular artists. Randall has played the well-known guitar solos from Steely Dan's hit "Reelin' in the Years" and Fame. Legendary Led Zeppelin guitarist Jimmy Page has reputedly said that Randall's solo on...
  
   - guitar
• Randy Ross - guitar
• G.E. Smith - guitar
• Maurice Starr
  Maurice Starr
  Maurice Starr is an American musician, songwriter, and record producer.-Biography:Starr, originally from Florida, moved to Boston with his brother Michael in the early 1970s. After moving to Boston he recorded two unsuccessful R&B albums, Flaming Starr and Spacey Lady...
  
   - bass, guitar, vocals, background vocals
• Ed Stasium
  Ed Stasium
  Ed Stasium is an American record producer and engineer who has worked on albums by The Ramones, Talking Heads, The Smithereens and Living Colour.- History :Stasium first surfaced in 1970 fronting the band Brandywine, appearing on their sole LP Aged....
  
   - guitar, percussion
• Gordon Worthy - bass, conga, keyboard, vocals, background vocals

Production

• Producers: Peter Wolf, Michael Jonzun
• Engineer: Ed Stasium
  Ed Stasium
  Ed Stasium is an American record producer and engineer who has worked on albums by The Ramones, Talking Heads, The Smithereens and Living Colour.- History :Stasium first surfaced in 1970 fronting the band Brandywine, appearing on their sole LP Aged....
  
  
• Mixing assistant: Billy Miranda
• Studio assistants: Sidney Burton, Calvin Johnson, Tom Moore
• Assistant: Gordon Worthy
• Arrangers: Peter Wolf, Michael Jonzun
• Art direction: Carin Goldberg, Henry Marquez
• Design: Carin Goldberg, Henry Marquez
• Logo design: Michael Diehl
• Photography: Carol Friedman, Ron Pownall
• Cover photo: Chris Callis

Charts