1. "Curtains Up (Skit)"
Produced by Eminem
Recorded at Encore Studios
Recorded and mixed by Mauricio "Veto" Iragorri
Assistant engineer: Francis Forde
Keyboards by Ron Feemster & Mike Elizondo
2. "White America"
(M. Mathers, J. Bass, L. Resto, S. King)
Produced by Eminem
Co-produced by Jeff Bass for FBT Productions
Recorded at Marshall's house and 54Sound
Mixed at 54Sound
Recorded and mixed by Steve King
Assistant engineers: Michael Strange Jr. and urban Kris
Guitars and bass by Jeff Bass
Additional guitars by Steve King
Drum programming by DJ Head
Additional background vocals by Dina rae
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
3. "Business"
(M. Mathers, A. Young, R. Feemster, M. Elizondo)
Produced and mixed by Dr. Dre
Recorded at Sierra Sounds and Larabee West
Recording engineer: Mauricio "Veto" Iragorri and Steve King
Mixed at Encore Studios
Assistant engineers: Bob Canero, Alex Reverberi, Michael Strange Jr., Urban Kris and James "Flea" McCrone
Keyboards by Ron Feemster
Bass and guitars by Mike Elizondo
Background vocals by Traci Nelson, Barbara Wilson, Shy Felder and Conesha Monet Owens
Published by Ensign Music (BMI)/ Eight Mile Style (BMI)/WB Music Corp./Ain't Nuthin' Goin' On But Fuckin' (ASCAP)/Feemstro Music (ASCAP)/Music of Windswept/Blotter/Elvis Mambo Music (ASCAP)
4. "Cleanin' Out My Closet"
(M. Mathers, J. Bass)
Produced by Eminem and Jeff Bass for FBT Productions
Recorded and mixed by Steve King
Recorded at Marshall's house and 54Sound
Mixed at 54Sound
Keyboard, guitar and bass by Jeff Bass
Additional drum programming by DJ Head
Assistant engineers: Michael Strange Jr. and Urban Kris
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
5. "Square Dance"
(M. Mathers, J. Bass, L. Resto)
Produced by Eminem
Recorded and mixed at 54Sound
Recorded and mixed by Steve King
Keyboards by Jeff Bass
Assistant engineer: Michael Strange Jr
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
6. "The Kiss (Skit)"
(M. Mathers, J. Bass)
Produced by Eminem
Recorded and mixed at 54Sound
Recorded and mixed by Steve King
Assistant engineer: Michael Strange Jr
Background vocals by Gary Kozlowski and Lynette Purdy
7. "Soldier"
(M. Mathers, L. Resto)
Produced by Eminem
Recorded at Marshall's house and 54Sound
Recorded and mixed by Steve King
Mixed at 54Sound
Assistant engineers: Michael Strange Jr. and Urban Kris
Additional drum programming by DJ Head
Guitar and keyboards by Jeff Bass
Additional keyboards by Steve King and Mike Elizondo
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
8. "Say Goodbye Hollywood"
(M. Mathers, M. Elizondo, L. Resto)
Produced by Eminem
Drum programming by Mel Man
Recorded at Marshall's hous and 54Sound
Recorded and mixed by Steve King
Mixed at 54Sound
Assistant engineers: Michael Strange Jr. and Urban Kris
Bass by Mike Elizondo
Keyboards by Louis Resto
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)/Music of Windswept/Blotter/Elvis Mambo Music (ASCAP)
9. "Drips" feat. Obie Trice
(M. Mathers, O. Trice, D. Porter, J. Bass)
Produced by Eminem
Recorded at Marshall's house and 54Sound
Recorded and mixed by Steve King
Assistant engineers: Michael Strange Jr. and Urban Kris
Guitar, keyboards and bass by Jeff Bass
Obie Trice appears courtesy of Shady Records
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)/EMI April Music (ASCAP)/Obie Trice Publishing (ASCAP)
10. "Without Me"
(M. Mathers, K. Bell, J. Bass, M. McLaren, A. Dudley, T. Horn)
Produced by Eminem
Co-produced by Jeff Bass for FBT Productions
Additional production by DJ Head
Recorded at Marshall's house and 54Sound
Recording engineer: Steve King
Additional recording by Mauricio "Veto" Iragorri
Assistant engineers: Alex Reverberi, Michael Strange Jr. and Urban Kris
Mixed by Dr. Dre at Larabee West
Keyboards, guitars and bass by Jeff Bass
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)/Satisfaction Fulfilled Ltd./Buffalo Music/Unforgettable Music (PRS)
Contains resung elements from "Buffalo Gals" (M. McLaren/A. Dudley/T. Horn). Used by permission. All rights reserved
Sample clearance services by Music Resources, Inc
11. "Paul Rosenberg (Skit)"
Performed by Paul D. Rosenberg, Esq
12. "Sing for the Moment"
(S. Tyler, M. Mathers, J. Bass, L. Resto, S. King)
Produced by Eminem
Co-produced by Jeff Bass for FBT Productions
Recorded at Marshall's house and 54Sound
Recorded and mixed by Steve King
Recording of Joe Perry's guitar by Marti Frederiksen
Mixed at 54Sound
Assistant engineer: Michael Strange Jr
Drum programming by DJ Head
Keyboards, guitars and bass by Jeff Bass
Guitar solo by Joe Perry of Aerosmith
Aerosmith appears courtesy of Sony Music
Published by Daskel, LLC (admin. by Sony ATV Songs LLC) (BMI)/Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
Contains elements from "Dream On" (S. Tyler). Used by permission. All rights reserved
Sample clearing services by Music Resources, Inc
13. "Superman" feat. Dina Rae
(M. Mathers, J. Bass, S. King)
Produced by Eminem
Additional production by Jeff Bass for FBT Productions
Recorded at Marshall's house and 54Sound
Recorded and mixed by Steve King
Mixed at 54Sound
Keyboards and bass by Jeff Bass
Assistant engineers: Michael Strange Jr. and Urban Kris
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)
Dina Rae appears courtesy of Carefree Entertainment
14. "Hailie's Song"
(M. Mathers, L. Resto)
Produced by Eminem
Recorded at Marshall's house and 54Sound
Mixed by Eminem, Dr. Dre and Steve King
Mix engineers: Mauricio "Veto" Iragorri and Steve King
Mixed at 54Sound and Encore Studios
Assistant engineers: James "Flea" McCrone, Urban Kris and Michael Strange Jr
Published by Ensign Music (BMI)/Eight Mile Style (BMI)
15. "Steve Berman (Skit)"
Performed by Eminem and Steve Berman
16. "When the Music Stops" feat. D-12
(M. Mathers, O. Moore, D. Porter, V. Carlisle, R. Johnson, R. Feemster)
Produced by Eminem
Co-produced by Denaun Porter
Recorded and mixed at Encore Studios
Recording engineers: Mauricio "Veto" Iragorri and Steve Baughman
Mixed by Steve Baughman
Assistant engineers: Francis Forde and Thomas Rounds
Keyboards by Ron Feemster
Drum programming by Denaun Porter
Published by Ensign Music (BMI)/Eight Mile Style (BMI)/Feemstro Music (ASCAP)/EMI April Music (ASCAP)
17. "Say What U Say" feat. Dr. Dre
(M. Mathers, A. Young, R. Feemster, M. Elizondo)
Produced and mixed by Dr. Dre
Recorded at Encore Studios and 54Sound
Recording engineers: Mauricio "Veto" Iragorri and Steve King
Mixed at Encore Studios
Keyboards by Ron Feemster and Mike Elizondo
Guitar by Mike Elizondo
Assistant engineers: Michael Strange and James "Flea" McCrone
Phone call by Timbaland
Published by Ensign Music (BMI)/Eight Mile Style (BMI)/WB Music Corp./Ain't Nuthin' Goin' On But Funkin' (ASCAP)/Feemstro Music (ASCAP)/Music of Windswept/Blotter/Elvis Mambo Music (ASCAP)
18. "'Til I Collapse" feat. Nate Dogg
(M. Mathers, N. Hale, L. Resto)
Produced by Eminem
Recorded at Marshall's house and 54Sound
Recorded and mixed by Steve King
Assistant engineers: Michael Strange Jr. and Urban Kris
Guitar and bass by Steve King
Nate Dogg appears courtesy of Nate Dogg, Inc./Love & Happiness Productions/Elektra Entertainment
Published by Ensign Music Corporation (BMI)/Eight Mile Style (BMI)/Nate Dogg Music (BMI)
Special thanks to Beachwood Music
19. "My Dad's Gone Crazy" feat. Hailie Jade
(M. Mathers, A. Young, R. Feemster, M. Elizondo)
Produced and mixed by Dr. Dre
Recorded at 54Sound, Sierra Sounds, Larabee West and Encore Studios
Recording engineers: Steve King and Mauricio "Veto" Iragorri
Mixed at Encore Studios
Keyboards by Ron Feemster and Mike Elizondo
Bass by Mike Elizondo
Television voiceover by Steve King
Assistant engineers: James "Flea" McCrone, Alex Reverberi, Bob Canero, Mike Strange and Urban Kris
Published by Ensign Music (BMI)/Eight Mile Style (BMI)/WB Music Corp./Ain't Nuthin' Goin' On But Funkin' (ASCAP)/Feemstro Music (ASCAP)/Music of Windswept/Blotter/Elvis Mambo Music (ASCAP)
20. "Curtains Close (Skit)"
Performed by Ken Kaniff
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Executive producer: Dr. Dre
Eminem management: Paul D. Rosenberg, Esq. for Goliath Artists, Inc
Aftermath legal: Peter Paterno
Aftermath project coordinators: Larry Chatman & Kirdis Tucker
Shady Records A&R: Marc Labelle
Eminem legal: Theo Sedlmayr, Esq. for Cutler & Sedlmayr, LLP
Art direction & design: Jason Noto
Typeface based on Eminem's handwriting designed by Kevin Dresser at Dresser & Sons
Photography: Jonathan Mannion
Interscope A&R: DJ Mormile
Interscope product management: Chris Clancy
Interscope creative: Ekaterina Kenney
Mastered by Brian "Big Bass" Gardner at Bernie Grundman Mastering
Executive producers for FBT Productions: Jeff Bass & Mark Bass
FBT Productions management: Joel Martin
FBT Productions legal: Howard Hertz, Esq
Studio A&R coordination for 54Sound: Sarah Catlett
FBT Productions/Eight Mile Style accounting: Frank Copeland
Eminem booking: Cara Lewis @ William Morris Agency (US), Steve Strange @ Helter Skelter (Europe)
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℗ © 2002 Aftermath Records
