1. Intro
2. Real featuring Sarah Green for 1st & 15th Productions, Inc
Written by: Lupe Fiasco, Soundtrakk, H. Mason and K. Mason
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Mr. Lopez Music/BMG Songs Inc./ASCAP), Mason Music (ASCAP)
Produced by: Soundtrakk for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Contains a sample of "How Does It Feel" as recorded by Harvey Mason, used courtesy of Arista Records, a unit of Sony BMG Music Entertainment. This composition embodies portions "How Does It Feel" written by H. Mason and K. Mason, published by Masong Music (ASCAP)
3. Just Might Be OK featuring Gemini for 1st & 15th Productions, Inc
Written by: Lupe Fiasco, Prolyfic and P. Humphrey
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Prolyfic for Gusto Publishing/BMG Song Inc./BMI), Paul Nelson Humphrey Music (ASCAP)
Produced by: Prolyfic for 1st & 15th Productions
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
This composition embodies portions of "Humphrey's Overture" written by P. Humphrey, published by Paul Nelson Humphrey Music (ASCAP)
4. Kick, Push
Written by: Lupe Fiasco and Soundtrakk
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Mr. Lopez Music/BMG Songs Inc./ASCAP)
Produced by: Soundtrakk for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
5. I Gotcha
Written by: Lupe Fiasco and Pharrell Williams
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Waters of Nazareth/EMI Blackwood Music (BMI)
Produced by: The Neptunes
Recorded at Record Plant by Andrew Coleman
Lupe's vocals recorded by Brian Gartner
Mixed at Sony Studios by Pat Viala
Pharrell Williams appears courtesy of Star Trak Entertainment/Interscope Records and Virgin Records
6. The Instrumental featuring Jonah Matranga
Written by: Lupe Fiasco, M. Shinoda, J. Matranga, S. Lopez, C. Robyn and J. Gutenberger
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Kenji Kobayashi/Zomba Songs, Inc. (BMI), Stage Three Music (U.S.) Inc. d/b/a Stage Three Songs (ASCAP)
Produced by: Mike Shinoda for Kenji Kobayashi Productions
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
This composition embodies portions of "Nestle" written by J. Matranga, S. Lopez, C. Robyn and J. Gutenberger, published by Stage Three Music (U.S.) Inc. d/b/a Stage Three Songs (ASCAP)
7. He Say She Say featuring Gemini and Sarah Green for 1st & 15th Productions, Inc
Written by: Lupe Fiasco, Soundtrakk, B. Bacharach and H. David
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Mr. Lopez Music/BMG Songs Inc./ASCAP), Hidden Valley Music (ASCAP), All rights administered by WB Music Corp./Casa David Music (ASCAP)
Produced by: Soundtrakk for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Additional engineering: James Auwarter
This track contains a sample of the recording "The Last One to Be Loved" as performed by Burt Bacharach ℗ 1964 Scepter Records, a division of UMG Recordings, Inc. Courtesy of Universal Records under license from Universal Music Enterprises. Used by permission. All rights reserved. Contains elements of "The Last One to Be Loved" (B. Bacharach/H. David), Hidden Valley Music (ASCAP), All rights administered by WB Music Corp/Casa David Music (ASCAP). All rights reserved
8. Sunshine
Written by: Lupe Fiasco and Soundtrakk
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Mr. Lopez Music/BMG Songs Inc./ASCAP)
Produced by: Soundtrakk for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
9. Daydreamin' featuring Jill Scott
Written by: Lupe Fiasco, Craig Kallman, Dave Mackay, Sylveer Van Holman and Raymond Vincent
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Ardmore and Beechwood Ltd./First Floor Music (PRS)
Produced by: Craig Kallman
Additional production by: I Monster
Recorded and mixed at Right Track Studios, NY
Engineered and mixed by Bojan Dugic
Assistant Engineers: Reed "Mountain Man" Taylor and Chris "Wandering Bear" Jennings
Contains a sample of "Daydream in Blue" performed by I Monster; used courtesy of Instant Karma Records, Ltd. Contains elements of "Daydream" written by Dave Mackay, Sylveer Van Holman and Raymond Vincent and published by Ardmore and Beechwood Ltd./First Floor Music (PRS), used by permission
Jill Scott appears courtesy of Hidden Beach Recordings/Columbia Records
10. The Cool
Written by: Lupe Fiasco, Kanye West and Dexter Wansel
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Please Gimme My Publishing/EMI Blackwood Music Publishing (BMI), Warner Chappell Music Inc
Produced by: Kanye West for Hip Hop Since 1978
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Contains a sample of "Life on Mars" performed by Dexter Wansel used courtesy of Philadelphia International. Contains elements of "Life on Mars" written by Dexter Wansel published by Warner Chappell Music Inc., used by permission
11. Hurt Me Soul
Written by: Lupe Fiasco, Needlz, T. Camillo and M. Sawyer
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Needlz Publishing, EMI Unart Catalog Inc. o/b/o itself and Kama Sutra Music Inc./Zella Music/Spirit One Music o/b/o itself Council Rock Music Company (BMI)
Produced by: Needlz for Dry Rain Entertainment
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Contains a sample from "Stay with Me" as recorded by Cecil Holmes used courtesy of Buddha Records, a unit of Sony BMG Music Entertainment. This composition embodies portions of "Stay with Me" written by T. Camillo and M. Sawyer, published by EMI Unart Catalog Inc. o/b/o itself and Kama Sutra Music Inc./Zella Music/Spirit One Music o/b/o Council Rock Music Company (BMI)
12. Pressure featuring Jay Z
Written by: Lupe Fiasco, Prolyfic, Shawn Carter, M. Melvoin and B. Schnee
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Prolyfic for Gusto Publishing/BMG Song Inc./BMI), Carter Boys Publishing/EMI April Music Inc. (ASCAP), Michael Melvoin Music (ASCAP)
Produced by: Prolyfic for 1st & 15th Productions
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Additional engineering: James Auwarter
Contains a sample of "Pressure Cooker" performed by Thelma Houston, used courtesy of Sheffield Lab Records. This composition embodies portions of "Pressure Cooker" written by M. Melvoin and B. Schnee, published by Michael Melvoin Music (ASCAP)
Jay Z appears courtesy of Roc-A-Fella Records
13. American Terrorist featuring Matthew Santos
Written by: Lupe Fiasco, Prolyfic and A. Corea
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Universal MCA Music Publishing (ASCAP), 1st & 15th Publishing (Prolyfic for Gusto Publishing/BMG Song Inc./BMI)
Produced by: Prolyfic for 1st & 15th Productions
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Contains a sample of "The Romatic Warrior" performed by Return to Forever, used courtesy of Sony BMG Music Entertainment. Contains elements of "The Romantic Warrior" written by A. Corea, used courtesy of Universal MCA Music Publishing (ASCAP)
14. The Emperor's Soundtrack
Written by: Lupe Fiasco, Soundtrakk and Schenker
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), 1st & 15th Publishing (Mr. Lopez Music/BMG Songs Inc./ASCAP), Blue Musique Ltd. (PRS)
Produced by: Soundtrakk for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
Contains a sample of "Between the Walls" performed UFO, used courtesy of EMI Records, UK. Contains elements of "Between the Walls" written by Schenker, used courtesy of Blue Musique, Ltd. (PRS)
15. Kick, Push II
Written by: Lupe Fiasco and Brandon Howard
Published by: Hey Lu Chill Music (Heavy as Heaven/BMG Songs, Inc./BMI), Chutzpah Music (Notting Hill Music/ASCAP)
Produced by: Brandon Howard for 1st & 15th Productions Inc
Recorded at: 1st & 15th Studios by Greg Magers
Mixed at: Hinge, Chicago, IL by Craig Bauer
Mix a**istants: James Auwarter and Ryan Neuschafer
16. Outro
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Executive Producers: Jay Z, Chill & Lupe Fiasco
Co Executive Producer: Darrale Jones
Legal Representation: Lisa Bonner, Bonner Law, a professional corporation
Managed by: Chill for 1st & 15th Productions Inc
Co-Manager: Jason Salvador for 1st & 15th Production Inc./Red Vision Music
Special Consultant: Kanye West
A&R Direction: Darrale Jones
A&R Administration: Lanre Gaba
Marketing: Veronica Alvericci
Creative Direction: Righteous Kung Fu
Photography: Mireya Acierto & Chuck Anderson
Cover Art by: Righteous Kung Fu and Chuck Anderson of NoPattern
Logo Design: Rostarr
Design: Charles R. Barrett & Patrick Fong
Sample Clearances by: Eric Weissman for Sample Clearances, Ltd. and Deborah Mannis-Gardner for DMG, Inc
All Tracks Mastered at: Sterling Sound by Chris Gehringher, a**isted by Will Quinell
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This album is dedicated to my grandmother, Bertha Lee Evans. Rest in peace
Peace and much love to ya!
THANK YOU...
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© 2006 Atlantic Recording Corporation for the United States and WEA International Inc. for the world outside the United States. All rights reserved