Track listing

1. "Bopalena" (Pierce, Tillis) – 2:30
2. "Pine and Stew" (lang) – 3:25
3. "Up to Me" (MacDougall) – 3:06
4. "Tickled Pink" (Bjarnason, lang, MacDougall, Matthews, Scott) – 3:22
5. "Hanky Panky" (Bjarnason, lang, MacDougall, Matthews, Scott) – 1:59
6. "There You Go" (Haddock, Miller, Stevenson) – 2:23
7. "Busy Being Blue" (MacDougall) – 4:00
8. "Stop, Look and Listen" (Cline) – 2:13
9. "Hooked on Junk" (Elgar) – 3:35

Personnel

• k.d. lang
  K.D. Lang
  Kathryn Dawn Lang, OC , known by her stage name k.d. lang, is a Canadian pop and country singer-songwriter and occasional actress...
  
   – acoustic guitar, vocals
  Singing
  Singing is the act of producing musical sounds with the voice, and augments regular speech by the use of both tonality and rhythm. One who sings is called a singer or vocalist. Singers perform music known as songs that can be sung either with or without accompaniment by musical instruments...
  
  
• Dave Bjarnason – drums
  Drum kit
  A drum kit is a collection of drums, cymbals and often other percussion instruments, such as cowbells, wood blocks, triangles, chimes, or tambourines, arranged for convenient playing by a single person ....
  
  
• Jamie Kidd – organ
  Organ (music)
  The organ , is a keyboard instrument of one or more divisions, each played with its own keyboard operated either with the hands or with the feet. The organ is a relatively old musical instrument in the Western musical tradition, dating from the time of Ctesibius of Alexandria who is credited with...
  
  
• Gary Koliger – steel guitar
  Steel guitar
  Steel guitar is a type of guitar or the method of playing the instrument. Developed in Hawaii in the late 19th and early 20th centuries, a steel guitar is usually positioned horizontally; strings are plucked with one hand, while the other hand changes the pitch of one or more strings with the use...
  
  
• Stewart MacDougall – piano
  Piano
  The piano is a musical instrument played by means of a keyboard. It is one of the most popular instruments in the world. Widely used in classical and jazz music for solo performances, ensemble use, chamber music and accompaniment, the piano is also very popular as an aid to composing and rehearsal...
  
  , vocals
• Gordie Matthews – guitar, slide guitar
  Slide guitar
  Slide guitar or bottleneck guitar is a particular method or technique for playing the guitar. The term slide refers to the motion of the slide against the strings, while bottleneck refers to the original material of choice for such slides: the necks of glass bottles...
  
  
• Farley Scott – bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  
• Michael Shellard – background vocals

Production

• Producers: k.d. lang, Gaye Delorme, Jamie Kidd
• Engineer: Jamie Kidd
• Cover design: k.d. lang