1. Intro
(S. Carter, J. Smith, W. Cunnigham)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management & Enigma Music Group
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Soundtrack Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Assisted by Greg Smith
"Intro" contains a sample of "She Said She Loves Me" (W. Cunningham), published by H&R LaStrada, Sony/ATV Tunes, LLC and Stonseee Music (ASCAP), performed by Kleeer, used under license from Warner Special Products o/b/o Atlantic Records. All rights reserved. Used by permission
2. Change The Game (Jay-Z, Beanie Sigel and Memphis Bleek)
(S. Carter, R. Thomas, M. Cox, D. Grant)
Produced by Rick Rock for Cypher Cleff Music
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Assistant Engineer Shane "Bermy" Woodley
Pro Tools programming by Chauncey Mahan for The C-Factor
Additional vocals by Static from Playa
Static appears courtesy of Def Jam Records
3. I Just Wanna Love U (Give It 2 Me)
(S. Carter, P. Williams, C. Hugo, J. Johnson, C. Wallace, D. Angelettie, S. Combs, K. Walker, T. Shaw)
Produced by Pharrell Williams and Chad Hugo for The Neptunes
Recorded and mixed at Enterprise Studios, LA by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Assistant Engineer Shane "Bermy" Woodley
Additional vocals by Pharrell and Sparks
Pharrell of NERD appears courtesy of Virgin Records
"I Just Wanna Love U (Give It 2 Me)" embodies interpolations of "Give It To Me" (J. Johnson) published by Jobete Music Co., Inc.; "The World Is Filled..." (C. Wallace, D. Angelettie, S. Combs, K. Walker, T. Shaw), published by EMI April Music Inc./Justin Combs Publishing/Big Poppa Music/EMI Blackwood Music, Inc./Deric Angelettie Music/Wind Tiger Music/Strand Music/Zomba Songs Inc.; and "I Wish" (M. Flowers) used courtesy of Mike City Music. All rights reserved. Used by permission
4. Streets Is Talking (Jay-Z and Beanie Sigel)
(S. Carter, J. Smith, D. Grant)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management & Enigma Music Group
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor and Young Guru for Loreal, Inc
Assistant Engineer Shane "Bermy" Woodley
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Pro Tools programming by Chauncey Mahan for The C-Factor
5. This Can't Be Life (Jay-Z and Beanie Sigel feat. Scarface)
(S. Carter, K. West, D. Grant, M. Cox, B. Jordan, K. Gamble, L. Huff)
Produced by Kanye West for Kanman Productions
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Scarface appears courtesy of Rap-A-Lot Records
"This Can't Be Life" contains an interpolation of "I Miss You" (K. Gamble, L. Huff), published by Warner Tamerlane Publishing Corp. (BMI)
All rights reserved. Used by permission
6. Get Your Mind Right Mami (Jay-Z and Memphis Bleek feat. Snoop Dogg)
(S. Carter, R. Thomas, M. Cox, C. Broadus)
Produced by Rick Rock for Cypher Cleff Music
Assistant Engineer Shane "Bermy" Woodley
Mixed at Soundtrack Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Additional Vocals by Rell
Snoop Dogg appears courtesy of Priority Records, LLC
7. Stick 2 The Script (Jay-Z and Beanie Sigel)
(S. Carter, J. Smith, D. Grant, N. Ingram)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management & Enigma Music Group
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Soundtrack Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Additional Vocals by DJ Clue
All scratches by Just Blaze
"Stick 2 The Script" contains elements of "Under Pressure," by The copyright in this composition and sound recording is owned by KPM Music Ltd. Rights for the composition in the U.S. and Canada c/o EMI April Music Inc. (ASCAP). Used by permission. All rights reserved
8. You, Me, Him, and Her (Dynasty)
(S. Carter, R. Harrel, M. Cox, D. Grant, A. Whitehead, W. Goodman, W. Morris, H. Ray)
Produced by Bink for One Shot Deal Inc./J II J Enterprises
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Electric Lady Studios, NYC by Doug Wilson for Loreal, Inc
Amil appears courtesy of Roc-A-Fella/Columbia Records
"You, Me, Him, and Her" contains a sample of The Moments' recording of "What's Your Name" (W. Goodman, W. Morris, H. Ray), published by Gambi Music Inc. and Twenty-Nine Black Music (BMI)
Produced under license from Rhino Entertainment Co. By arrangement with Warner Special Products
9. Guilty Until Proven Innocent (feat. R. Kelly)
(S. Carter, D. Stinson, R. Kelly)
Produced by Rockwilder for F-5 Productions
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Soundtrack Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
All R. Kelly vocals written, produced and arranged by R. Kelly
Recorded by Ian Mereness and Abel Garibaldi at Rockland Studios, Chicago, ILL
Assisted by Andy Gallas
R. Kelly appears courtesy of Jive Records
10. Parking Lot Pimpin' (Jay-Z, Beanie Sigel, and Memphis Bleek)
(S. Carter, R. Thomas, M. Cox, D. Grant)
Produced by Rick Rock for Cypher Cleff Music
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Quad Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Additional vocals by Lil' Mo
Lil' Mo appears courtesy of EastWest Records/Elektra Entertainment Group
11. Holla (Memphis Bleek)
(M. Cox, B. Biggs)
Produced by B-High for Between Friends and Memphis Bleek for Get Lo Productions
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
12. 1-900-Hustler (Jay-Z, Beanie Sigel and Memphis Bleek feat. Freeway)
(S. Carter, R. Harrel, M. Cox, D. Grant, A. Schefrin, M. Zeger)
Produced by Bink for One Shot Deal Inc./J II J Enterprises
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Electric Lady, NYC by Doug Wilson for Loreal, Inc
Freeway appears courtesy of Black Friday
"1-900-Hustler" contains a sample of "Ain't Gonna Happen" (A. Schefrin, M. Zager), published by MZP Music Inc. (BMI), performed by Ten Wheel Drive w/Gemua Ravan, used under license from Universal Music Enterprises. All rights reserved. Used by permission
13. The R.O.C. (Beanie Sigel and Memphis Bleek)
(M. Cox, D. Grant, J. Smith)
Val's Chiold/Shakur Al-Din/Hitco South/F.O.B. Music Publishing (ASCAP)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management & Enigma Music Group
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Soundtrack Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
14. Soon You'll Understand (Jay-Z)
(S. Carter, J. Smith)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management & Enigma Music Group
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Pro Tools programming by Chauncey Mahan for The C-Factor
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
"Soon You'll Understand" contains a sample of "Love Theme" (A. Cooper) from motion picture The Landlord, published by EMI Unart Catalog Inc. (BMI), performed by Al Cooper, under license from MGM Music. All rights reserved. Used by permission
15. Squeeze 1st (Jay-Z)
(S. Carter, R. Thomas)
Produced by Rick Rock for Cypher Cleff Music
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Right Track Studios, NYC by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
16. Where Have You Been (Jay-Z and Beanie Sigel)
(S. Carter, E. Delaltoz, D. Grant, R. Garcia Perez Botija)
Produced by T.T. for Full Deck Entertainment
Recorded at Baseline Studios, NYC by Chauncey Mahan for The C-Factor
Assistant Engineer Shane "Bermy" Woodley
Mixed at Enterprise Studios, LA by Supa Engineer "DURO" for No Question Entertainment/Loreal, Inc
Additional vocals by L. Dionne
"Where Have You Been" contains a sample from "Agua De Dos Rios" (R. Garcia Perez Botija), published by BMG Mexico (SGAE), performed by Camilo Sesto, under license from BMG Latin America. All right reserved. Used by permission
