# Title Writer(s) Producer Length
1. "Feelin’" Fareed, C. Sholar Q-Tip 4:32
2. "Do U Dig U?" (feat. Kurt Rosenwinkel & Gary Thomas) Fareed, Kats, K. Sholar Q-Tip 7:19
3. "A Million Times" Fareed, Kats Q-Tip 4:16
4. "Blue Girl" Barrett, Fareed, K. Sholar Q-Tip 5:20
5. "Barely in Love" Fareed, Kats Q-Tip 4:03
6. "Heels" Fareed, K. Sholar Q-Tip 3:07
7. "Abstractionisms" (feat. Kenny Garrett) Fareed Q-Tip 5:19
8. "Caring" Fareed, K. Sholar Q-Tip 1:40
9. "Even If It Is So" Fareed, Kats, C. Sholar Q-Tip 5:30
* Vic Anesini – material
* Jonathan Blake – drums
* Danny Clinch – photography
* Kamaal Fareed (Q-Tip) – synthesizer, bass, drums, keyboards, vocals, vocals (bckgr), bells, clapping, drum programming, drum overdubs, mini Moog, producer, engineer, executive producer, mixing
* Guyora Kats – bass, guitar, piano, guitar (rhythm), vocals (bckgr), clavinet, Fender Rhodes
* Aisha Morris – vocals
* Kurt Rosenwinkel – guitar, guitar (rhythm), keyboards
* Chris Sholar – guitar, guitar (rhythm), vocals (bckgr), soloist
* Kelvin Sholar – organ, synthesizer, piano, Fender Rhodes, soloist
* Sun Singleton – vocals
* Steve Souder – mixing
* Denise Trorman – art direction, design
