All tracks composed by Alejandro Escovedo and Chuck Prophet
- "Always a Friend" – 3:35
- "Chelsea Hotel '78" – 3:30
- "Sister Lost Soul" – 4:16
- "Smoke" – 4:23
- "Sensitive Boys" – 4:29
- "People (We're Only Gonna Live So Long)" – 3:21
- "Golden Bear" – 3:58
- "Nuns Song" – 4:50
- "Real As An Animal" – 3:05
- "Hollywood Hills" – 3:42
- "Swallows of San Juan" – 4:06
- "Chip N' Tony" - 3:10
- "Slow Down" - 4:09
- Alejandro Escovedo - Primary Artist, Guitar, Harmonica, Vocals
- Chuck Prophet - Guitar, Background Vocals
- Susan Voelz - Violin, Background Vocals
- Tony Visconti - Organ, Background Vocals
- Hector Muñoz - Percussion, Drums, Background Vocals
- Josh Gravelin - Bass, Keyboards, Background Vocals
- Brian Standefer - Cello, Background Vocals
- David Pulkingham - Guitar, Keyboards, Background Vocals
- Brad Grable - Baritone Saxophone, Tenor Saxophone
- Strings arranged by Brian Standefer, Susan Voelz, Tony Visconti