Track listing

1. "Critical Mass" (3:07)
2. "Never Felt Better" (2:48)
3. "Move It Along" (3:33)
4. "So Long" (2:48)
5. "Just Answer the Man" (4:18)
6. "Pop in C" (2:48)
7. "Practicing Your Moves"(3:01)
8. "Pop in A Minor" (2:25)
9. "Nobody's Satisfied" (2:29)
10. "Parting Kiss" (2:57)

Personnel

• Neil Gust
  Neil Gust
  Neil Jacob Gust is an American musician. He is best known for co-founding Heatmiser with Elliott Smith in 1992.-Music career:Gust and Smith first met in 1987 while the pair were attending Hampshire College, in Amherst, Massachusetts. Gust wrote songs for as well as played guitar and sang in the band...
  
   - vocals, guitar, keyboards
• Gilly Ann Hanner - backing vocals, bass
• Paul Pulvirenti - drums and percussion
• Joanna Bolme
  Joanna Bolme
  Joanna Bolme is a multi-instrumentalist and recording engineer who works with several indie rock bands and artists, mainly in the Pacific Northwest...
  
   - engineer, hand clapper (on "Critical Mass")
• Tony Lash
  Tony Lash
  Anthony Carr "Tony" Lash is an American musician and music producer, most notable as a founding member of Heatmiser as the band's drummer. He played with Elliott Smith, in the high school band. Lash played the flute; Smith, the clarinet....
  
   - engineer, electric piano (on "Never Felt Better")
• Larry Crane
  Larry Crane
  Larry Crane is an American editor, recording engineer and archivist based in Portland, Oregon. Crane is the editor and founder of Tape Op Magazine, the owner of Portland's Jackpot! Recording Studio, a freelance engineer, and the archivist for musician Elliott Smith.-Career:Tape Op was started in...
  
   - engineer, mixing
• Elliott Smith
  Elliott Smith
  Steven Paul "Elliott" Smith was an American singer-songwriter and musician. Smith was born in Omaha, Nebraska, raised primarily in Texas, and resided for a significant portion of his life in Portland, Oregon, where he first gained popularity...
  
   - mixing, backing vocals (on "Critical Mass" and "So Long")
• Sam Coomes
  Sam Coomes
  Samuel J. Coomes is an American musician, and currently one-third of the Portland-area indie band Quasi, along with drummer and ex-wife Janet Weiss and bassist Joanna Bolme...
  
  - bass (on "Never Felt Better" and "Nobody's Satisfied"), backing vocals (on "So Long")
• Stef Darensbourg - hand clapper (on "Critical Mass")