Side one
"Children of the Future" – 2:59
"Pushed Me to It" – 0:38
"You've Got the Power" – 0:53
"In My First Mind" (Miller, Jim Peterman) – 7:35
"The Beauty of Time Is That It's Snowing (Psychedelic B.B.)" – 5:17
Side two
"Baby's Callin' Me Home" (Boz Scaggs) – 3:24
"Steppin' Stone" (Scaggs) – 3:02
"Roll with It" – 2:29
"Junior Saw It Happen" (Jim Pulte) – 2:29
"Fanny Mae" (Buster Brown) – 3:11
"Key to the Highway" (Big Bill Broonzy, Charlie Segar) – 6:18
All songs written and composed by Steve Miller, except where noted.
Steve Miller – vocals, guitar, harmonica
Boz Scaggs – guitar, backing vocals; lead vocals on "Baby's Calling Me Home" & "Steppin' Stone"
Lonnie Turner – bass guitar, backing vocals
Jim Peterman – mellotron on side one, Hammond organ on side two, backing vocals
Tim Davis – drums, backing vocals, lead vocals on "Junior Saw It Happen" & "Fannie Mae"