| # | Title | Artist | Length |
|---|
| 1 | Top o’ the Morning to Ya | House of Pain | 3:37 |
| 2 | Ultramarine | Michael Brook | 4:37 |
| 3 | New Dawn Fades | Moby | 5:32 |
| 4 | Forcemarker | Brian Eno | 1:30 |
| 5 | The Monkey King | William Orbit | 5:11 |
| 6 | Mystery Man | Terje Rypdal | 4:41 |
| 7 | God Moving Over the Face of the Waters | Moby | 5:44 |
| 8 | Guero Canelo | Calexico | 2:57 |
| 9 | Hands of Time | Groove Armada | 4:22 |
| 10 | Spanish Key | Miles Davis | 2:49 |
| 11 | Tomorrow (Sadio) | Salif Keita | 5:12 |
| 12 | For Your Precious Love | Truth Hurts | 5:25 |
| 13 | That’s How It Feels | The Soul Clan | 3:33 |
| 14 | Ain’t No Way- recorded in:
- New York, New York, United States
- recording engineer:
- Tom Dowd
- producer:
- Jerry Wexler
- baritone saxophone:
- Henry Haywood (from 1967-12-19 until 1967-12-20)
- bass guitar:
- Tommy Cogbill (from 1967-12-19 until 1967-12-20)
- bass trombone:
- Tony Studd (from 1967-12-19 until 1967-12-20)
- drums (drum set):
- Roger Hawkins (from 1967-12-19 until 1967-12-20)
- flute:
- Frank Wess (from 1967-12-19 until 1967-12-20)
- piano:
- Aretha Franklin (from 1967-12-19 until 1967-12-20)
- tenor saxophone:
- King Curtis (from 1967-12-19 until 1967-12-20), Seldon Powell (from 1967-12-19 until 1967-12-20) and Frank Wess (from 1967-12-19 until 1967-12-20)
- trumpet:
- Bernie Glow (from 1967-12-19 until 1967-12-20), Melvin Lastie (from 1967-12-19 until 1967-12-20) and Joe Newman (from 1967-12-19 until 1967-12-20)
- vibraphone:
- Warren Smith (from 1967-12-19 until 1967-12-20)
- background vocals:
- Cissy Houston (from 1967-12-19 until 1967-12-20)
- choir vocals:
- Carolyn Franklin (from 1967-12-19 until 1967-12-20) and The Sweet Inspirations (from 1967-12-19 until 1967-12-20)
- vocals:
- Aretha Franklin (from 1967-12-19 until 1967-12-20)
- horn arranger and strings arranger:
- Arif Mardin
- arranger:
- Tom Dowd and Arif Mardin
- phonographic copyright (℗) by:
- Atlantic Recording Corporation (in 1967) and WEA International Inc. (in 1967)
- recorded at:
- Atlantic Studios in Midtown Manhattan, New York, New York, United States (from 1967-12-19 until 1967-12-20)
- recording of:
- Ain’t No Way (from 1967-12-19 until 1967-12-20)
- lyricist and composer:
- Carolyn Franklin
- publisher:
- 14th Hour Music, Cotillion Music Inc., Fourteenth Hour Music, Inc. and Warner Chappell Music Ltd.
| Aretha Franklin | 4:11 |