1. Fireworks feat. Alicia Keys
(A. Graham, N. Shebib, M. Samuels, C. Kalla, A. Cook)
(BMI/SOCAN/ASCAP)
Produced by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Co-produced by Boi-1da and Crada
Engineered by Noah "40" Shebib and Ann Mincieli
Assistant Engineer: Noel Cadastre & Anthony Kronfle
Recorded at Metalworks Studios, Toronto, ON, Nightbird Studios, West Hollywood, CA
Additional recording at Blast Off Studios
Mixed at Tree Sound Studios, Atlanta, GA and Blast Off Studios, New York, NY by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978 and Ann Mincieli
Assistant Mixer: Blast Off Productions
All Instruments by 40
Additional Drum Programming by Boi-1da
Alicia Keys appears courtesy of J Records
2. Karaoke
(A. Graham, F. Starlite, N. Shebib)
(BMI/ASCAP/SOCAN)
Produced by Francis and the Lights
Engineered by Noah "40" Shebib
Assistant Engineer: Dale "Dizzle" Virgo & Tandra Jhagroo
Recorded at Gee Jam Studios, Portland, Jamaica
Mixed at Tree Sound Studios, Atlanta, GA by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Assistant Mixer: Yashar Oghabi and Miguel Scott
All instruments by Francis Starlite
Additional keyboards by 40
3. The Resistance
(A. Graham, N. Shebib, M. Samuels, O. El-Khatib)
(BMI/SOCAN/ASCAP)
Produced by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Engineered by Noah "40" Shebib
Assistant Engineer: Noel Cadastre
Recorded at BLD&DSTRY, Toronto, ON, Metalworks Studios, Toronto, ON
Mixed at Tree Sound Studios, Atlanta, GA by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Assistant Mixer: Miguel Scott
All instruments by 40
Additional drum programming by Boi-1da
4. Over
(A. Graham, M. Samuels, N. Brongers, N. Shebib)
(BMI/ASCAP/SOCAN)
Produced by Boi-1da for Boi-1da Productions LLC
Co-produced by Al-Khaaliq
Engineered by Noah "40" Shebib
Recorded at The Setai Hotel Recording Studio, Miami, FL
Mixed at Gee Jam Studios, Portland, Jamaica by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Assistant Mixer: Dale "Dizzle" Virgo and Tandra Jhagroo
Drum programming by Boi-1da
Keys, strings & horns by Al-Khaaliq
Additional keyboards by 40
5. Show Me a Good Time
(A. Graham, K. West, J. Bhasker, E. Wilson)
(BMI/SOCAN/ASCAP/Copyright Control)
Produced by
Engineered by
Recorded at
Mixed at
6. Up All Night feat. Nicki Minaj
(A. Graham, M. Samuels, M. Burnett, N. Minaj)
(BMI/ASCAP)
Produced by
Engineered by
Recorded at
Mixed at
7. Fancy feat. T.I. & Swizz Beatz
(A. Graham, N. Shebib, M. Samuels, K. Dean, A. Johnson, H. Zant)
(BMI/SOCAN/ASCAP/Ace Spec Music)
Produced by
Engineered by
Recorded at
Mixed at
8. Shut It Down feat. The-Dream
(A. Graham, N. Shebib, S. Brown, T. Nash)
(BMI/SOCAN/ASCAP)
Produced by
Engineered by
Recorded at
Mixed at
9. Unforgettable feat. Young Jeezy
(A. Graham, N. Shebib, M. Samuels, J. Jenkins, R. Isley, R. Isley, E. Isley, M. Isley, O. Isley, C. Jasper)
(BMI/SOCAN/ASCAP/EMI April Music, Inc.)
Produced by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978 and Boi-1da for Boi-1da Productions LLC
Engineered by Noah "40" Shebib
Assistant Engineer: Noel Cadastre
Recorded on a bus somewhere in New Orleans, LA
Mixed at Studio 306, Toronto, ON by Noel "Gadget" Campbell for Evdon Music
Assistant Mixer: David "Gordo" Strickland and Greg Morrison
Contains elements from "At Your Best (You Are Love)" written by Ron Isley, Rudy Isley, Ernie Isley, Marvin Isley, O'Kelly Isley and Chris Jasper, published by EMI April Music, Inc. (ASCAP), and performed by Aaliyah, courtesy of Jive Records by arrangement with Sony Music Entertainment. Used by permission
Drum programming by Boi-1da
Keyboards by 40
Young Jeezy appears courtesy of Island Def Jam Music Group
10. Light Up feat. Jay Z
(A. Graham, N. Shebib, A. McIntire, S. Carter)
(BMI/SOCAN/ASCAP)
Produced by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978 and Tone Mason
Engineered by Noah "40" Shebib, Gimel "Young Guru" Keaton and Noel Cadastre
Assistant Engineer: Anthony Kronfle
Recorded at Roc the Mic, New York, NY, Nightbird Studios, West Hollywood, CA
Additional recording at Blast Off Studios
Mixed at Studio 306, Toronto, ON by Noel "Gadget" Campbell for Evdon Music
Assistant Mixer: David "Gordo" Strickland and Greg Morrison
Drum Programming by Melenious (Tone Mason)
Keyboards by 40
Piano by 40
Guitar by Adrian "X" Eccleston
Jay Z appears courtesy of Roc Nation
11. Miss Me feat. Lil Wayne
(A. Graham, M. Samuels, N. Shebib, D. Carter, D. Edwards, D. Richardson)
(BMI/ASCAP/SOCAN/Nettwerk Tunes)
Produced by Boi-1da for Boi-1da Productions LLC and Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Engineered by Noah "40" Shebib and Michael "Banger" Cadahia
Assistant Engineer: Marz "MoodyMan" Moody
Recorded at Takeover Studios, Houston, TX, The Hit Factory, Miami, FL
Mixed at Studio 306 and Cherry Beach Studios Toronto, ON by Noel "Gadget" Campbell for Evdon Music
Assistant Mixer: David "Gordo" Strickland and Greg Morrison
Contains elements of "Wildflower" written by Doug Edwards and Dave Richardson, published by Nettwerk Tunes (BMI). Performed by Hank Crawford, courtesy of Sony Music Ent. Used by permission
All instruments by Boi-1da
Additional keys by 40
Guitar by Adrian "X" Eccleston
12. Cece's Interlude
(A. Graham, N. Shebib, A. Eccleston)
(BMI/SOCAN)
Produced by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Engineered by Noah "40" Shebib
Assistant Engineer: Noel Cadastre
Recorded at Metalworks Studios, Toronto, ON
Mixed at Tree Sound Studios, Atlanta, GA by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Assistant Mixer: Miguel Scott
All Instruments by 40
Guitar by Adrian "X" Eccleston
13. Find Your Love
(A. Graham, K. West, J. Bhasker, E. Wilson, P. Reynolds)
(BMI/SOCAN/ASCAP/Copyright Control)
Produced by Kanye West for Very GOOD Beats/Hit Hop Since 1978
Co-produced by No I.D. and Jeff Bhasker
Engineered by Noah "40" Shebib
Recorded at Avex Recording Studio, Honolulu, HI
Mixed at Metalworks Studios, Toronto, ON by Noah "40" Shebib for Evdon Music/Hip Hop Since 1978
Assistant Mixer: Noel Cadastre
Drum Programming by No I.D. and Patrick "Plain Pat" Reynolds
Keyboards by Jeff Bhasker & Kevin Randolph
14. Thank Me Now
(A. Graham, T. Mosely)
(BMI/ASCAP)
Produced by Timbaland
Engineered by Noah "40" Shebib
Assistant Engineers: Anthony Palman, Jas Prince & Ghazi Hourani
Recorded at the Setai Hotel Recording Studio, Miami, FL
Mixed at Record Plant Studios, Los Angeles, CA by Chris Godbey
All Instruments by Timbaland
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Executive Producers: Lil Wayne, Cortez Bryant and Gee Roberson
Cash Money Executive Producers: Ronald "Slim tha Don" Williams & Bryan "Baby Birdman" Williams
Aspire Executive Producers: Derrick "E.I." Lawrence, Jas Prince & J. Prince for Young Empire Music Group
October's Very Own Executive Producers: Noah "40" Shebib and Oliver El-Khatib
A&R: Oliver El-Khatib and Noah "40" Shebib
Administrative A&R: Josh Berkman
Mastered by: Chris Gheringer at Sterling Sound NYC
Management: Hip Hop Since 1978/Bryant Entertainment
Legal Affairs: Chris Taylor for TMKO Lawyers
Business Management: Shawn Gee for SEFG
Photography: Jonathan Mannion & Anthony Mandler
Design: Mark "Darkie" Mayers (darkiemade.com)
Additional Art and Photography: Philip Golebiewski
Art Direction: Oliver El-Khatib
