Track listing

1. "Six Blocks Away"
2. "Something About What Happens When We Talk"
3. "He Never Got Enough Love" (Williams, Betty Elders)
4. "Sweet Old World"
5. "Little Angel, Little Brother"
6. "Pineola"
7. "Lines Around Your Eyes"
8. "Prove My Love"
9. "Sidewalks of the City"
10. "Memphis Pearl" (Williams, Lorne Rall)
11. "Hot Blood"
12. "Which Will" (Nick Drake
    Nick Drake
    Nicholas Rodney "Nick" Drake was an English singer-songwriter and musician. Though he is best known for his sombre guitar based songs, Drake was also proficient at piano, clarinet and saxophone...
    
    )

Personnel

• Lucinda Williams
  Lucinda Williams
  Lucinda Williams is an American rock, folk, blues and country music singer and songwriter. She recorded her first albums in 1978 and 1980 in a traditional country and blues style and received very little attention from radio, the media, or the public. In 1988, she released her self-titled album,...
  
   - Lead vocals, acoustic guitar
• Gurf Morlix
  Gurf Morlix
  Gurf Morlix is an American multi-instrumentalist, vocalist, songwriter and record producer residing for many years in Austin, Texas. He has worked with many of the best known performers of Americana and alternative country music. His most notable works include albums by Lucinda Williams, Robert...
  
   - Electric and acoustic guitar, pedal steel, dobro, mandolin, lap steel, beer bottle and background vocals
• Duane Jarvis
  Duane Jarvis
  Duane Jarvis was an American guitarist and singer-songwriter who recorded songs with many rock and roll and country music performers, including Frank Black, Peter Case, Rosie Flores, John Prine, Amy Rigby, Lucinda Williams and Dwight Yoakam.In addition to his collaborations, which included...
  
   - Electric guitar
• Dr. John Ciambotti - Electric and upright bass
• Donald Lindley - Drums and percussion

• Doug Atwell - Fiddle
• Byron Berline
  Byron Berline
  Byron Berline is an American fiddle player.-Biography:Berline started playing the fiddle at age five and quickly developed a talent for it. In 1965, he recorded the album Pickin' and Fiddlin with the Dillards...
  
   - Fiddle & mandolin
• Skip Edwards - Hammond B-3
• Benmont Tench
  Benmont Tench
  Benjamin Montmorency Tench, III is an American keyboardist best known as a founding member of Tom Petty and the Heartbreakers.-Early years:...
  
   - Hammond B-3
• Williams "Smitty" Smith - Hammond B-3
• Gia Ciambotti
  Gia Ciambotti
  Gia Ciambotti is an American singer. She first came to prominence in the late 1980s as a member of the band The Graces, with Charlotte Caffey and Meredith Brooks. The group released the album Perfect View in 1989 and had a Billboard Hot 100 hit with the single "Lay Down Your Arms"...
  
  , Jim Lauderdale
  Jim Lauderdale
  Jim Lauderdale is a musician & singer-songwriter who performs bluegrass and country music. He has recorded since 1986 and has released nineteen studio albums. Artists who have recorded his material include George Strait and Patty Loveless.-Biography:...
  
  , Dusty Wakeman
  Dusty Wakeman
  Dusty Wakeman is a rock/country music producer and engineer based in Burbank, California. Wakeman is also credited as a bass player on many recordings. Dusty has worked with Dwight Yoakam, Lucinda Williams, Jim Lauderdale, Buck Owens, Michelle Shocked, Tom Russell, Roger Clyne and the...
  
  - Background vocals