Track listing

1. "If Your Mama Don't Mind" - 3:27
2. "Soulwood Train" - 3:22
3. "Buck Bayou" - 4:45
4. "Never Met a Girl Like You" - 2:45
5. "I Got Loaded" (Peppermint Harris) - 3:44
6. "I Done Got Over It" (E. Jones) - 3:07
7. "What's My Extension" - 4:05
8. "Operator" - 3:36
9. "No Need to Worry / Three Little Birds" (Keith Frank / Bob Marley
   Bob Marley
   Robert Nesta "Bob" Marley, OM was a Jamaican singer-songwriter and musician. He was the rhythm guitarist and lead singer for the ska, rocksteady and reggae band Bob Marley & The Wailers...
   
   ) - 4:59
10. "Walking on Sunshine" (Kimberley Rew
    Kimberley Rew
    Kimberley Rew is an English rock and roll singer-songwriter and guitarist. He is best known as a member of Katrina and the Waves 1981 to 1999 and of Robyn Hitchcock's Soft Boys 1978 to 1981...
    
    ) - 3:32
11. "Shining Star" - 3:59
12. "Back to the 50's: Why Do Fools Fall in Love
    Why Do Fools Fall in Love (song)
    "Why Do Fools Fall in Love" is a song that was originally a hit for early New York City-based rock and roll group Frankie Lymon & The Teenagers in 1956. It reached No. 1 on the R&B chart, No. 6 on Billboards Pop Singles chart, and number one on the UK Singles Chart...
    
     / Blue Moon
    Blue Moon (song)
    "Blue Moon"'s first crossover recording to rock and roll came from Elvis Presley in 1956. His cover version of the song was included on his self-titled debut album Elvis Presley....
    
     / Stay
    Stay (Maurice Williams song)
    "Stay" is a doo-wop song recorded by Maurice Williams and the Zodiacs. The song was written by Williams in 1953 when he was 15 years old. He had been trying to convince his date not to go home at 10 o'clock as she was supposed to...
    
     / A Teenager in Love
    A Teenager in Love
    "A Teenager in Love" is a song written by Doc Pomus and partner Mort Shuman and was originally sung and released by Dion and the Belmonts in March 1959. It reached #5 on the Billboard pop charts. In May 1959, the song held three positions in the British Top 20, the other two versions being by Marty...
    
    " - 4:41
13. "You Can't Keep a Good Man Down" - 4:19
14. "Got to Get You into My Life" (not the Beatles song of the same name) - 4:12
15. "Ready or Not" - 4:46
16. "Soulwood Strut" - 3:19

Credits

• Keith Frank - accordion, guitar, keyboards, vocals
• Jennifer Frank - bass, vocals
• Brad Frank - drums, vocals
• George Lee - guitar, vocals
• James "Chocolate" Ned - scrubboard, vocals
• Kent August - guitar on "Shining Star", "Ready or Not", and "Operator"
• Raoul Ceasar - backing vocals on "Back to the '50s"