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[edit] Track listing
All tracks composed by Marcus Miller; except where indicated
- "Power" – 4:37
- "Lonnie's Lament" (John Coltrane) – 5:39
- "Boomerang" – 5:49
- "Nikki's Groove" – 3:28
- "Goodbye Pork Pie Hat" (Charles Mingus) – 3:34
- "Ozell (Interlude 1)" – 0:48
- "Burning Down The House" (David Byrne, Jerry Harrison, Chris Frantz, Tina Weymouth) – 6:54
- "It's Me Again" – 6:05
- "Cousin John" – 4:42
- "Ozell (Interlude 2)" – 0:39
- "3 Deuces" – 5:51
- "Red Baron" (Billy Cobham) – 6:38
- "Ozell (Interlude 3)" – 1:01
- "Your Amazing Grace" – 7:43
- "Boomerang Reprise" – 1:54
[edit] Personnel
- Poogie Bell – Drums
- Hiram Bullock – Guitar
- Mino Cinelu – Percussion
- Vinnie Colaiuta – Drums on "It's Me Again"
- Larry Corbett – Cello
- Joel Derouin – Violin
- Djavan – Vocals, Scat
- Matt Funes – Viola
- Kenny Garrett – Sax (Alto)
- Herbie Hancock – Piano
- David Isaac – Triangle, Producer, Overdubs, Cowbell, Mixing, Assistant Producer, Water Effects
- Paul Jackson, Jr. – Guitar (Acoustic)
- Chaka Khan – Vocals
- Hubert Laws – Flute, Soloist
- Branford Marsalis – Sax (Soprano), Soloist
- Marcus Miller – Synthesizer, Bass, Guitar (Bass), Vocals, Producer, Engineer, Executive Producer, Vocoder, Drum Programming, Wurlitzer
- Maceo Parker – Sax (Alto), Soloist
- Raphael Saadiq – Vocals on "Boomerang"
- Wayne Shorter – Sax (Soprano)
- Leroy Taylor – Synthesizer Bass
- Fred Wesley – Trombone
- Lenny White – Percussion, Synthesizer Bass
- Bernard Wright – Organ, Fender Rhodes
[edit] Production
- Ray Bardani – Mixing
- Enrico DePaoli – Engineer
- Jack Frisch – Art Direction, Design
- Richard Furch – Assistant Engineer
- Bibi Green – Production Coordination
- Charles Harrison – String Copyist, String Transcription
- Khaliq-O-Vision – Engineer
- Paul Mitchell – Engineer
- Malcolm Pollack – Engineer