Track listing

1. "Lip Service" (Kim Mitchell
   Kim Mitchell
   Joseph Kim Mitchell is a Canadian guitarist. He was the lead singer and guitarist for the band Max Webster before going on to lead a solo career. He is currently a radio show host for CILQ-FM in Toronto....
   
   , Pye Dubois
   Pye Dubois
   Pye Dubois is a Canadian lyricist and poet. He has worked with a number of bands, including Rush and Max Webster, with whom he was considered an unofficial fifth non-performing member. Dubois would accompany the band in the studio and wrote lyrics for each of their albums. Dubois was given lyric...
   
   ) – 4:02
2. "Astonish Me" (Terry Watkinson
   Terry Watkinson
   Terry Watkinson, BSc, is an artist, painter, illustrator, and musician.After spending his youth in Thunder Bay,& Iroquois Falls Ontario, Watkinson attended the University of Toronto for two years in the field of architecture until he left to participate in the band Max Webster...
   
   ) – 4:49
3. "Let Your Man Fly" (Watkinson) – 2:46
4. "Water Me Down" (Mitchell, Dubois) – 3:13
5. "Distressed" (Mitchell, Dubois) – 4:12
6. "The Party" (Mitchell, Dubois) – 4:46
7. "Waterline" (Mitchell, Dubois) – 4:08
8. "Hawaii" (Mitchell, Dubois) – 3:03
9. "Beyond the Moon" (Mitchell, Dubois) – 6:17

Personnel

• Kim Mitchell
  Kim Mitchell
  Joseph Kim Mitchell is a Canadian guitarist. He was the lead singer and guitarist for the band Max Webster before going on to lead a solo career. He is currently a radio show host for CILQ-FM in Toronto....
  
   - guitar
  Guitar
  The guitar is a plucked string instrument, usually played with fingers or a pick. The guitar consists of a body with a rigid neck to which the strings, generally six in number, are attached. Guitars are traditionally constructed of various woods and strung with animal gut or, more recently, with...
  
  s and 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...
  
  
• Gary McCracken - 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 ....
  
   and percussion
  Percussion instrument
  A percussion instrument is any object which produces a sound when hit with an implement or when it is shaken, rubbed, scraped, or otherwise acted upon in a way that sets the object into vibration...
  
  
• Dave Myles - bass guitar
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  
• Terry Watkinson
  Terry Watkinson
  Terry Watkinson, BSc, is an artist, painter, illustrator, and musician.After spending his youth in Thunder Bay,& Iroquois Falls Ontario, Watkinson attended the University of Toronto for two years in the field of architecture until he left to participate in the band Max Webster...
  
   - keyboards
  Electronic keyboard
  An electronic keyboard is an electronic or digital keyboard instrument.The major components of a typical modern electronic keyboard are:...
  
  and vocals