Performers:
- Gary Lucas: Guitars on all tracks and vocals
- Rolo McGinty: Vocals on 1, 2, 5 and 7
- Mary Margaret O'Hara: Vocals on 3
- Jon Langford: Vocals and guitar on 8
- K-Rob: Vocals on 10
- Michael Blair: Drums on 4
- Keith LeBlanc: Drums and programming on 11
- Tony "Thunder" Smith: Drums on 1, 3, 5 and 10
- Jared Michael Nickerson: Bass on 1, 3, 4, 5 and 10
- Tony Maimone: Bass on 8
- Paul Now: Bass on 10 and 11, sampler on 10
- Cameo: Turntables on 10
Track 4 recorded live at the Knitting Factory, NYC
Tracks 6 and 9 recorded direct to DAT, no overdubs
Track 8 recorded live to cassette through Langford's lapel mike
in Lucas' living room
Cover photo by Anton Corbijn