Track listing

1. "Lady Ace" (Mike Hugg
   Mike Hugg
   Mike Hugg is a professional musician and a founding member of the 1960s group Manfred Mann.-Biography:...
   
   ) – 7:58
2. "I Ain't Laughing" (M. Hugg) – 2:36
3. "Poor Sad Sue" (M. Hugg) – 5:54
4. "Jump Before You Think " (M. Hugg) – 4:52
5. "It's Good To Be Alive" (Manfred Mann
   Manfred Mann (musician)
   Manfred Mann is a keyboard player best known as a founding member and namesake of Manfred Mann and Manfred Mann's Earth Band.-Career:...
   
   ) – 3:31

6. "Happy Being Me" (M. Hugg) – 15:54
7. "Virginia" (Mann) – 4:52

8. "I Ain't Laughing" (single mono version) (M. Hugg) – 2:32
9. "Happy Being Me" (single mono version) (M. Hugg) – 4:01
10. "Virginia" (alternate version) (Mann) – 3:32

Personnel

• Mike Hugg
  Mike Hugg
  Mike Hugg is a professional musician and a founding member of the 1960s group Manfred Mann.-Biography:...
  
   – vocals, 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...
  
  , electric piano
  Electric piano
  An electric piano is an electric musical instrument.Electric pianos produce sounds mechanically and the sounds are turned into electrical signals by pickups. Unlike a synthesizer, the electric piano is not an electronic instrument, but electro-mechanical. The earliest electric pianos were invented...
  
  
• Manfred Mann
  Manfred Mann (musician)
  Manfred Mann is a keyboard player best known as a founding member and namesake of Manfred Mann and Manfred Mann's Earth Band.-Career:...
  
   – 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...
  
  
• Steve York – electric bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , 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...
  
  
• Bernie Living – alto saxophone
  Alto saxophone
  The alto saxophone is a member of the saxophone family of woodwind instruments invented by Belgian instrument designer Adolphe Sax in 1841. It is smaller than the tenor but larger than the soprano, and is the type most used in classical compositions...
  
  
• Brian John Hugg – acoustic guitar
  Acoustic guitar
  An acoustic guitar is a guitar that uses only an acoustic sound board. The air in this cavity resonates with the vibrational modes of the string and at low frequencies, which depend on the size of the box, the chamber acts like a Helmholtz resonator, increasing or decreasing the volume of the sound...
  
  , backing vocals
  Backing vocalist
  A backing vocalist or backing singer is a singer who provides vocal harmony with the lead vocalist or other backing vocalists...
  
  
• Craig Collinge – 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 ....
  
  

• Dave Brooks – 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...
  
  
• Clive Stevens – soprano saxophone
  Soprano saxophone
  The soprano saxophone is a variety of the saxophone, a woodwind instrument, invented in 1840. The soprano is the third smallest member of the saxophone family, which consists of the soprillo, sopranino, soprano, alto, tenor, baritone, bass, contrabass and tubax.A transposing instrument pitched in...
  
  , tenor saxophone
• Senny Corbet – 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...
  
  
• David Coxhill – 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...