A1 | Big In Japan | 4:05 |
| Bass - Les Claypool | |
| Drums - Brain Mantia | |
| Guitar - Larry LaLonde, Tom Waits | |
| Saxophone, Trumpet - Ralph Carney | |
A2 | Lowside Of The Road | 2:59 |
| Cümbüş [Chumbus], Harp [Dousengoni] - Smokey Hormel | |
| Guitar, Organ [Optigon] - Tom Waits | |
| Programmed By - Jacquire King | |
| Recorded By - Gene Cornelius | |
| Trumpet - Chris Grady | |
A3 | Hold On | 5:33 |
| Bass - Larry Taylor | |
| Guitar - Joe Gore, Marc Ribot | |
| Guitar, Organ - Tom Waits | |
| Percussion - Stephen Hodges | |
A4 | Get Behind The Mule | 6:52 |
| Bass - Larry Taylor | |
| Guitar - Smokey Hormel | |
| Harp - Charlie Musselwhite | |
| Percussion - Stephen Hodges | |
B1 | House Where Nobody Lives | 4:14 |
| Bass, Rhythm Guitar - Larry Taylor | |
| Lead Guitar - Marc Ribot | |
| Piano - Tom Waits | |
B2 | Cold Water | 5:23 |
| Bass - Larry Taylor | |
| Drums - Christopher Marvin | |
| Guitar - Marc Ribot, Tom Waits | |
B3 | Pony | 4:32 |
| Dobro - Smokey Hormel | |
| Guitar, Harmonium [Pump Organ] - Tom Waits | |
| Harp - John Hammond | |
B4 | What's He Building? | 3:20 |
| Percussion - Jeff Sloan | |
| Reeds - Ralph Carney | |
| Turntables - DJ M. Mark “The III Media” Reitman | |
| Voice - Tom Waits | |
C1 | Black Market Baby | 5:02 |
| Drums - Andrew Borger | |
| Guitar - Marc Ribot | |
| Guitar, Percussion, Chamberlin - Tom Waits | |
| Reeds - Ralph Carney | |
| Turntables - DJ M. Mark “The III Media” Reitman | |
C2 | Eyeball Kid | 4:25 |
| Bass Clarinet - Ralph Carney | |
| Bassoon - Larry Rhodes | |
| Guitar - Marc Ribot | |
| Percussion - Greg Cohen, Tom Waits | |
| Turntables - DJ M. Mark “The III Media” Reitman | |
C3 | Picture In A Frame | 3:39 |
| Alto Saxophone - Ralph Carney | |
| Baritone Saxophone - Nik Phelps | |
| Bass - Greg Cohen | |
| Piano - Tom Waits | |
C4 | Chocolate Jesus | 3:55 |
| Bass - Greg Cohen | |
| Guitar - Tom Waits | |
| Harp - Charlie Musselwhite | |
D1 | Georgia Lee | 4:24 |
| Bass - Dalton Dillingham III | |
| Piano - Tom Waits | |
| Violin - Linda Delucia-Gbidossi | |
D2 | Filipino Box Spring Hog | 3:09 |
| Bass, Guitar - Larry Taylor | |
| Drums, Percussion - Andrew Borger | |
| Guitar - Marc Ribot | |
| Harmonica - Charlie Musselwhite | |
| Programmed By - Jacquire King | |
| Trumpet - Chris Grady | |
| Turntables - DJ M. Mark “The III Media” Reitman | |
D3 | Take It With Me | 4:24 |
| Bass - Greg Cohen | |
| Piano - Tom Waits | |
D4 | Come On Up To The House | 4:36 |
| Baritone Saxophone - Nik Phelps | |
| Bass - Larry Taylor | |
| Drums - Andrew Borger | |
| Guitar - Joe Gore | |
| Harmonica - Charlie Musselwhite | |
| Piano - Tom Waits | |
| Saxophone - Ralph Carney | |