1. "Geek Down" (Ft. Busta Rhymes)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Busta Rhymes (T. Smith), published by T'Ziah Music / Warner-Tamerlane Publishing Corp (BMI)
- Mixed by Bob Power.
- Busta Rhymes appears courtesy of Flipmode Entertainment / Aftermath Entertainment / Interscope Records
- Contains a sample of "Flight of the bumblebee"
2. "E=MC2" (Ft. Common)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Common (R. Lynn)
- Published by Senseless Music / Universal Music Publishing Group (BMI)
- Cuts by J. Rocc. Mixed by Dave Cooley
- Common appears courtesy of GOOD Music / Geffen Records
- Contains a sample of "E=mc²" by Giorgio Moroder.
3. "Love Jones"
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Drums by Karriem Riggins, Trumpet by Dontae Winslow and Rhodes & Nord lead by J Dilla
- Mixed by Dave Cooley.
- Contains a sample of "Humpty Dumpty", as performed by Marc Moulin
4. "Love" (Ft. Pharoahe Monch)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Pharoahe Monch (T. Jamerson)
- Published by Trescadecaphobia Music (BMI)
- Additional vocals by Shotyme & La
- Mixed by Dave Cooley
- Pharoahe Monch appears courtesy of SRC
- Contains a sample from "We Must be in Love" by The Five Stairsteps.
5. "Baby" (Ft. Madlib & Guilty Simpson)
- Produced by J Dilla (J. Yancey) for Pay-J Productions and Madlib (O. Jackson Jr.)
- Published by Copyright Control
- Written by J Dilla (J. Yancey) for Pay-J Productions and Guilty Simpson (B. Simpson)
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP) and Copyright Control (BMI)
- Mixed & Tracked by Dave Cooley
- Contains a sample of "Maybe It's Love This Time", as performed by The Stylistics
- Madlib appears courtesy of Stones Throw Records
6. "So Far to Go" (Ft. Common & D’Angelo)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Common (R. Lynn) and D’Angelo (D. Archer)
- Published by Senseless Music / Universal Music Publishing Group (BMI) and Ah Choo Music Publishing / Universal *Music Publishing Group (ASCAP)
- Mixed by Dave Cooley
- Common appears courtesy of GOOD Music / Geffen Records
- D’Angelo appears courtesy of Virgin Records America
- Contains a sample from "Don't Say Goodnight (It's Time For Love)" by The Isley Brothers.
7. "Jungle Love" (Ft. M.E.D. & Guilty Simpson)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Guilty Simpson (B. Simpson) and MED (N. Jackson)
- Published by Copyright Control (BMI)
- Drums by Karriem Riggins and Octave cat & Tambourine by J Dilla
- Mixed by Dave Cooley
- MED appears courtesy of Stones Throw Records
8. "Over The Breaks"
- Produced by J Dilla (J. Yancey) for Pay-J Productions and Karriem Riggins
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP) and Karriem Riggins Music (ASCAP)
- Triton bass line by Karriem Riggins and J Dilla on the Micro Korg
- Contains a sample of "Does Anybody Know I'm Here", as performed by The Dells
9. "Body Movin’" (Ft. J. Rocc & Karriem Riggins)
- Produced by J Dilla (J. Yancey) for Pay-J Productions, Karriem Riggins and J. Rocc
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP), Karriem Riggins Music (ASCAP) and Copyright Control
- Drums and solo on the Korg MS20 by Karriem Riggins, Autoharp / bass line on the Octave cat by J Dilla, cuts by J.Rocc
- Additional tracking by Kelly Hibbert
- Mixed by Dave Cooley
10. "Dime Piece (Remix)" (Ft. Dwele)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Dwele (A. Gardner), published by Emi April Music Inc (ASCAP)
- Mixed by J Dilla.
11. "Love Movin’" (Ft. Black Thought)
- Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Written by Black Thought (T. Collins)
- Published by Careers Bmg Music Publishing (BMI)
- Drums by Karriem Riggins, Bass and Guitar by J Dilla
- Mixed by Bob Power
- Black Thought appears courtesy of Def Jam Records
12. "Won't Do"
- Written and Produced by J Dilla (J. Yancey) for Pay-J Productions
- Published by E P H C Y Publishing / Universal Music Publishing Group (ASCAP)
- Additional tracking by Kelly Hibbert
- Mixed by Dave Cooley.
- Contains a sample from "Footsteps In The Dark" by The Isley Brothers, and "Alfie" by Dick Hyman.[4]
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