Disc1
| 1 | Fools Fall in Love | Joe Ely | 4:12 |
| 2 | B.B.Q. and Foam | Joe Ely | 3:45 |
| 3 | Standin' at the Big Hotel | Joe Ely | 4:10 |
| 4 | Crazy Lemon | Joe Ely | 3:49 |
| 5 | Crawdad Train | Joe Ely | 3:24 |
| 6 | In Another World | Joe Ely | 3:21 |
| 7 | She Leaves You Where You Are | Joe Ely | 3:35 |
| 8 | Down on the Drag | Joe Ely | 4:38 |
| 9 | Time for Travelin' | Joe Ely | 4:10 |
| 10 | Maria | Joe Ely | 3:59 |