| 1. Things That Scare Me [C/TomVRay][JBg,o/JCd] | not rated | 2:30 |
| 2. Deep Red Bells [C a+eg,bv/JR pst/TR ub] | not rated | 4:03 |
| 3. Outro With Bees [C ag/HGelb k,JB cel] | not rated | 1:35 |
| 4. Lady Pilot [C e+ag/JB b/HG o/JC d] | not rated | 2:26 |
| 5. Tightly [C ag,p/JBe+ag,vib] | not rated | 2:16 |
| 6. Look For Me (I'll Be Around) [DSylvia/GWood][DGood eg] | not rated | 3:21 |
| 7. Stinging Velvet [C g/JR ps/TR ub/JC d] | not rated | 2:55 |
| 8. Pretty Girls [C g,saw/JB cel/JR bnj] | not rated | 3:25 |
| 9. I Missed The Point [C ag/JR haw g/DG g] | not rated | 1:52 |
| 10. Blacklisted [C g/HG k/DG eg/JC d]] | not rated | 2:22 |
| 11. I Wish I Was The Moon [C ag,tmb/JBacc,b,ag] | not rated | 3:34 |
| 12. Runnin' Out Of Fools [RAlhert/KRogers][C per/KHogan bv] | not rated | 3:05 |
| 13. Ghost Wiring [C ag/MMOhara bv/JR ps,bnj] | not rated | 3:54 |
| 14. Outro With Bees (Reprise) | not rated | 2:24 |
| 39:50 |
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