| A1 | Alice Bass – Eric Perney Drums – Gino Robair Saxophone [Sax] – Colin Stetson Trumpet [Muted] – Ara Anderson Vocals [Vocal], Piano – Tom* | |
| A2 | Everything You Can Think Bass, Electric Guitar – Larry Taylor Cello – Matt Brubeck* French Horn, Trumpet – Nik Phelps* Handbell [Swiss Hand Bells] – Bent Clausen Stroh Violin – Bebe Risenfors Vocals [Vocal], Mellotron [Mellowtron], Chamberlin, Vibraphone [Vibes], Shaker [Pod] – Tom* | |
| A3 | Flower's Grave Bass – Larry Taylor Cello – Matt Brubeck* Viola [Alto], Clarinet – Bebe Risenfors Violin – Dawn Harms Vocals [Vocal], Piano, Organ [Pump] – Tom* | |
| A4 | No One Knows I'm Gone Bass – Larry Taylor Cello – Matt Brubeck* Stroh Violin, Violin – Dawn Harms Viola [Alto] – Bebe Risenfors Vocals [Vocal], Organ [Pump] – Tom* | |
| A5 | Kommienezuspadt Baritone Saxophone [Baritone Sax] – Colin Stetson Bass [Baby], Marimba, Bass Clarinet, Percussion – Bebe Risenfors Bass, Acoustic Guitar, Percussion – Larry Taylor Cello – Matt Brubeck* Drums [Oil Drums], Frame Drum, Percussion – Andrew Borger Scraper – Tim Allen Vocals [Vocal], Percussion [Stomp], Shaker [Pod] – Tom* | |
| A6 | Poor Edward Bass – Larry Taylor Cello – Matt Brubeck* Stroh Violin – Dawn Harms Viola – Bebe Risenfors Vocals [Vocal], Piano – Tom* | |
| A7 | Table Top Joe Bass [Baby] – Bebe Risenfors Bass, Acoustic Guitar – Larry Taylor Electric Guitar – Joe Gore Percussion [Trap Kit] – Stewart Copeland Piano – Bent Clausen Vocals [Vocal], Organ [Pump] – Tom* | |
| A8 | Lost In The Harbour Bass – Larry Taylor Cello – Matt Brubeck* Fiddle – Bebe Risenfors Stroh Violin – Dawn Harms Violin – Carla Kihlstedt Vocals [Vocal], Organ [Pump] – Tom* | |
| B1 | We're All Mad Here Bass – Matthew Sperry Bass Clarinet – Colin Stetson Percussion – Gino Robair Violin – Carla Kihlstedt Vocals [Vocal], Piano, Violin [Circular] – Tom* | |
| B2 | Watch Her Disappear | |
| B3 | Reeperbahn Banjo – Myles Boisen Baritone Horn – Ara Anderson Bass – Matthew Sperry Bass Clarinet – Colin Stetson Percussion – Gino Robair Violin – Carla Kihlstedt Vocals [Vocal], Piano, Chamberlin – Tom* | |
| B4 | I'm Still Here | |
| B5 | Fish & Bird Bass – Larry Taylor Cello – Matt Brubeck* Clarinet – Bebe Risenfors Stroh Violin, Violin – Dawn Harms Trumpet, Baritone Horn – Ara Anderson Vocals [Vocal], Piano, Glockenspiel [Toy], Organ [Pump] – Tom* | |
| B6 | Barcarolle Bass – Matt Brubeck*, Matthew Sperry Piano [Solo] – Bent Clausen Saxophone [Sax] – Colin Stetson Violin – Dawn Harms Vocals [Vocal], Piano, Chamberlin, Vibraphone [Vibes], Cymbal – Tom* | |
| B7 | Fawn Bass – Matthew Sperry Bass Clarinet – Colin Stetson Marimba – Gino Robair Piano – Tom Waits Violin – Carla Kihlstedt |