All songs by Shane Tutmarc (BMI)
- "Menage a Trois"
- "Suburbiac"
- "So Done with You"
- "A Billion Odd People"
- "Iceland"
- "Get Yourself Together"
- "Highway Hypnosis"
- "Rest Your Head"
- "Chasing the Wrong Girl Home"
- "Baggage"
- "Too Old for Fantasy"
- Shane Tutmarc - vocals, guitar, piano, synth, bass; drums (tracks 3, 4, 10)
- Aaron Sprinkle - guitar, synth, drum loops, vocals
- Phil Peterson - cello, string bass, trumpet, vocals
- Joey Sanchez - drums (tracks 1, 5)
- Noah Weaver - synth (track 3)
- Kevin Barrans - theremin (track 4)
- Paul Mumaw - drums (tracks 6, 9, 11)
- Jason Holstrom - saxophone (track 9)
- Peter Sali - mandolin (track 11)