"Fading In Fading Out" (Richard Starkey/Mark Hudson/Gary Burr) – 3:57
"Give Me Back The Beat" – 3:54
"Oh My Lord" – 5:32 a response to George Harrison's "My Sweet Lord", bookended by Starr's original demo of his song
features Billy Preston on organ
"Hard To Be True" (Richard Starkey/Mark Hudson/Gary Burr) – 3:28 features Billy Preston on backing vocals
"Some People" – 3:18
"Wrong All The Time" (Richard Starkey/Mark Hudson/Gary Burr) – 3:39 features Billy Preston on organ
"Don't Hang Up" (Richard Starkey/Mark Hudson/Gary Burr) – 3:27 features Chrissie Hynde on co-lead vocals
"Choose Love" (Richard Starkey/Mark Hudson/Gary Burr) – 3:08
"Me And You" (Richard Starkey/Mark Hudson/Steve Dudas) – 2:15
"Satisfied" (Richard Starkey/Mark Hudson/Gary Nicholson) – 3:19
"The Turnaround" – 3:54
"Free Drinks" – 4:47 includes a brief untitled hidden musical piece following the track's end
All songs by Richard Starkey/Mark Hudson/Gary Burr/Steve Dudas/Dean Grakal, except where noted.
Ringo Starr – Lead Vocals, Drums, Percussion, Organ, Intro/Outro Demo Tape on 'Oh My Lord', Loop on 'Free Drinks'
Gary Burr – Acoustic, Electric and Bass Guitars, Background Vocals
Steve Dudas – Acoustic, Electric and Slide Guitars, Background Vocals
Mark Hudson – Acoustic, Electric and Bass Guitars, Keyboards, Harmonica, Background Vocals
Chrissie Hynde – Vocals on 'Don't Hang Up'
Mark Mirando – Electric Guitar, Background Vocals
Billy Preston – Piano, B3 Organ, Background Vocals
Robert Randolph – Electric Guitar
Barbara Starkey – Devil Voice on 'The Turnaround'
... and many others
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