Track listing

1. "I'm Calling" (May, Tolson) – 4:06
2. "Edge of the Night" (May, Waller) – 3:19
3. "Sea of Blue" (May, Tolson) – 3:13
4. "Lost That Girl" (May) – 2:50
5. "Bitter End" (May, Povey) – 3:16
6. "Office Love" (May, Tolson) – 4:12
7. "Falling Again" (May, Waller) – 3:20
8. "It's So Hard" (May, Tolson) – 3:14
9. "She Don't" (May, Tolson) – 4:08
10. "No Future" (May, Tolson) – 4:28

Bonus tracks on 2000 reissue

1. "Wish Fulfillment" (May, Tolson) – 3:05
2. "Sea About Me" (May, Waller) – 3:22
3. "The Young Pretenders" (May, Povey) – 4:05

Personnel

• Phil May
  Phil May (singer)
  Phil May is the stage name of an English vocalist...
  
   – Vocals
• Peter Tolson – Lead Guitar
• John Povey – Vocals, Keyboards
• Wally Waller – Bass, guitars, Vocals
• Skip Allen – Drums
• Dick Taylor
  Dick Taylor
  Richard Clifford 'Dick' Taylor is an English musician who was an early bass guitarist for The Rolling Stones. He left to become an art student at Sidcup Art College and while there formed The Pretty Things in September 1963...
  
  – Guitar