Produced by Mike Gordon in 1999 and 2002.
Bone Delay, Outside Out, The Beltless Buckler, Soulfood Man, and Exit Wound mixed by Malcolm Burn.
All Other tracks mixed by Mike Gordon and Jared Slomoff.
Recorded and Engineered by Jeff Lawson and Jared Slomoff at Cactus Unlimited, Ltd.
Mastered by Fred Kevorkian at Absolute Audio.
Art and Design: Andrew Cunningham
Photography by David Barron
Management by Dionysian Productions: John Paluska, Jason Colton, Beth Montuori, Megan Criss
Technical Assistance: Kevin Shapiro, Rob O'Dea, Kevin Monty
All Songs written by Mike Gordon and published by Who Is She? Music, Inc. (BMI).
Mike Gordon appears courtesy of Elektra Entertainment Group.
Jon Fishman appears courtesy of Elektra Entertainment Group.
Béla Fleck appears courtesy of Columbia Records.
Jeff Coffin appears courtesy of Compass Records.
Dedicated to Ginny Herschede, the Couch Lady, 1915-2003.
Elizabeth Combs Beglin - affected speaking (3)
Buddy Cage - pedal steel (14)
Vassar Clements - fiddle (14)
Jeff Coffin - clarinet (2, 13)
Jon Fishman - drums (1, 11, 15)
Béla Fleck - banjo (2, 13, 14)
Future Man - percussion (2)
Col. Bruce Hampton, Ret. - guitar wumps (2, 7), vocals (7)
James Harvey - piano (4, 5, 7, 10), trombone (2, 13), clavinet (6)
Ida James - talking (6)
Gabe Jarret - drums (8, 9)
Craig Johnson - trumpet (2, 5, 13)
Jeff Lawson - additional hi-hat (7)
Russ Lawton - drums (2, 4, 5, 6, 7, 10, 13, 14)
Stuart Paton - percussion (7)
Jared Slomoff - background vocals (8, 9, 12)
Gordon Stone - pedal steel (2, 4, 5, 6, 7, 10, 13, 14)
Jimi Stout - affected speaking (3)
Heloise Williams - vocals (15)
Mike Gordon - All guitars and basses - vocals, plates, keyboards, banjo, accordian, blue button, washing machine, dryer, vibe tube, pedal steel, bass harmonica, percussion (6, 54, 109)