- "Where's My Bytches" – 1:24
- "Ho's 2 Bozak" – 5:52
- "Where Ya Been Bytch" – 5:18
- "Gotta Get Some Pussy Quick" – 5:00
- "Shoulda Stayed in My Bed" – 3:50
- "2 Ply" – 4:25
- "Up 2 No Good" – 4:10
- "Tha Underworld" – 3:28
- "Treat Ya Like a Ho" – 3:39
- "Hoochie Momma" – 3:37
- "Give It up Tonight" – 4:04
- "A Poem from a Pimp" – 6:01
- "Sex" – 5:09
- "A Little Jazz 4 Yo Azz" – 5:43
- "Outro" – 1:14
- Arabian Prince – performer/co-producer
- Paula Brown – backing vocals
- Nanci Fletcher – backing vocals
- Side Show – co-producer/performer
- Mike "Crazy Neck" Simms – guitar