- "333" – 3:35
- "Flicking Clint" – 2:28
- "Rhodekill" – 4:31
- "False Profits" – 3:11
- "Tokyoto" – 2:33
- "Noi Boi" – 3:48
- "Spin the Wink" – 4:35
- "Bloom" – 2:42
- "Building a Whale" – 3:29
- "In a Steadman Spray" – 4:19
- "Around the Roller Rink" – 3:41
- "GyzmKid" – 4:13
- Japan bonus tracks
- "No One Gets the Best of Me" – 6:01
- "Spin the Wink" (Little Cat Remix) – 4:36
- "False Profits" (Cute Version) – 2:55
- Judah Nagler - vocals, guitar, keyboards, synthesizer, programming
- Josh Staples - bass, vocals
- Casey Deitz - drums, vocals
- Additional vocals on "False Profits" and "Noi Boi" by Ashley Allred.
- Illustrations by Judah Nagler, design and layout by Josh Staples and Judah Nagler.
- Recorded at Fashion Castle, Happy Acres, Ephriam's house, and Judah's house.