- Frank Sinatra
- The Distance
- Friend Is a Four Letter Word
- Open Book
- Race Car Ya-Yas
- I Will Survive (cover of "I Will Survive" by Gloria Gaynor)
- Stickshifts and Safetybelts
- Perhaps, Perhaps, Perhaps (Doris Day cover)
- It's Coming Down
- She'll Come Back to Me
- Italian Leather Sofa
- Sad Songs and Waltzes (cover of "Sad Songs and Waltzes" by Willie Nelson)
- Greg Brown - electric guitar, organ
- Victor Diamani - bass
- Vince Di Fiore - trumpet, percussion
- John McCrea - vocals, acoustic guitar, organ
- Todd Roper - drums, percussion
- Greg Vincent (Special guest) - pedal steel guitar on "She'll Come Back To Me"
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