Track listing

1. "Twinkle" – 0:24
2. "I'm So Small" – 3:00
3. "Sssh!" – 3:32
4. "The Pearl" – 4:29
5. "Comfortable" – 4:03
6. "Don't Let it Fade Away" – 4:52
7. "The Way We Are" – 4:42
8. "Radiate" – 2:19
9. "Ugly Girl" – 3:48
10. "Sadder Day" – 4:59
11. "Rain All Day" – 5:37
12. "Devil's Food" – 3:49
13. "Suppressed Emotions" – 4:48
14. "I Fall for You" – 3:14
15. "That's All I Know" – 2:26
16. "The Hidden Track" – 4:26

Song notes

• "Twinkle" is a tape recording of McWilliams as a little girl, singing "Twinkle Twinkle Little Star
  Twinkle Twinkle Little Star
  "Twinkle, Twinkle, Little Star" is a popular English nursery rhyme. The lyrics are from an early nineteenth-century English poem, "The Star" by Jane Taylor. The poem, which is in couplet form, was first published in 1806 in Rhymes for the Nursery, a collection of poems by Taylor and her sister Ann...
  
  ".
• "The Pearl" is based on the John Steinbeck
  John Steinbeck
  John Ernst Steinbeck, Jr. was an American writer. He is widely known for the Pulitzer Prize-winning novel The Grapes of Wrath and East of Eden and the novella Of Mice and Men...
  
   novella of the same name
  The Pearl (novel)
  The Pearl is a novella by American author John Steinbeck, published in 1947.- Analysis :A story based on a Mexican folk tale, The Pearl explores the secrets of man's nature, the darkest depths of evil, and the disastrous effects of stepping out of an established system...
  
  .
• "Rain All Day" was first recorded for their first album Delusions of Grandeur
  Delusions of Grandeur
  Delusions of Grandeur is an album by Fleming and John that was released in 1995.-Track listing:# "I'm Not Afraid" — 3:13# "Break The Circles" — 3:01# "Delusions Of Grandeur" — 3:45# "Love Songs" — 4:33# "Letters In My Head" — 3:56...
  
  . This version is longer and a slower tempo.
• "The Hidden Track" is a lounge version of "I'm So Small"

Personnel

• Fleming McWilliams — vocals
  Singing
  Singing is the act of producing musical sounds with the voice, and augments regular speech by the use of both tonality and rhythm. One who sings is called a singer or vocalist. Singers perform music known as songs that can be sung either with or without accompaniment by musical instruments...
  
  
• John Mark Painter
  John Mark Painter
  John Mark Painter is an American musician and songwriter. He is best known for his role, with his wife, singer Fleming McWilliams, in the rock and roll duo, Fleming and John....
  
   — 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...
  
  , bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , percussion, vocals
• Shawn McWilliams — drums