Track listing

1. "I Should Care" (Sammy Cahn, Axel Stordahl, Paul Weston) – 1:17
2. "Shortly After Takeoff" (Marc Ribot) – 4:14
3. "The Wind Cries Mary
   The Wind Cries Mary
   The Wind Cries Mary is a song by The Jimi Hendrix Experience released as the band's third single, backed with "Highway Chile", on May 5, 1967. It reached no. 6 in the UK Charts. The track is an example of psychedelic blues-rock, as the song is in the key of F major, with a guitar solo primarily...
   
   " (Jimi Hendrix
   Jimi Hendrix
   James Marshall "Jimi" Hendrix was an American guitarist and singer-songwriter...
   
   ) – 5:01
4. "Friendly Ghosts" (Ribot) – 5:20
5. "The Cocktail Party" (Brad Jones, Ribot, Richie Schwarz) – 4:59
6. "New Sad" (Ribot) – 3:01
7. A Mind Is a Terrible Thing to Waste (Ribot) – 1:13
8. "Beak Lunch Manifesto" (Jones, Ribot) – 6:31
9. "While My Guitar Gently Weeps
   While My Guitar Gently Weeps
   "While My Guitar Gently Weeps" is a song by George Harrison, first recorded by The Beatles in 1968 for their eponymous double album...
   
   " (George Harrison
   George Harrison
   George Harrison, MBE was an English musician, guitarist, singer-songwriter, actor and film producer who achieved international fame as lead guitarist of The Beatles. Often referred to as "the quiet Beatle", Harrison became over time an admirer of Indian mysticism, and introduced it to the other...
   
   ) – 1:57
10. "Nature Abhors a Vacuum Cleaner" (Ribot) – 4:31
11. "Mood Indigo
    Mood Indigo
    "Mood Indigo" is a jazz composition and song, with music by Duke Ellington and Barney Bigard with lyrics by Irving Mills.-Disputed authorship:In a 1987 interview, Mitchell Parish claimed to have written the lyrics:...
    
    " (Barney Bigard
    Barney Bigard
    Albany Leon Bigard, aka Barney Bigard, was an American jazz clarinetist and tenor saxophonist, though primarily known for the clarinet....
    
    , Duke Ellington
    Duke Ellington
    Edward Kennedy "Duke" Ellington was an American composer, pianist, and big band leader. Ellington wrote over 1,000 compositions...
    
    , Irving Mills
    Irving Mills
    Irving Mills was a jazz music publisher, also known by the name of "Joe Primrose."Mills was born to Jewish parents in the Lower East Side of Manhattan in New York City. He founded Mills Music with his brother Jack in 1919...
    
    ) – 4:40
12. "Have a Nice Day" (Ribot) – 3:43

• Track 12 does not appear on the original LP pressing.

Personnel

• Marc Ribot
  Marc Ribot
  Marc Ribot born May 21, 1954) is an American guitarist and composer.His own work has touched on many styles, including no wave, free jazz, and Cuban music. Ribot is also known for collaborating with other musicians, most notably Tom Waits, Elvis Costello, and composer John Zorn.-Biography:Ribot was...
  
   – guitars, harmonica, vocal
• Don Byron
  Don Byron
  Don Byron is an American composer and multi-instrumentalist. He primarily plays clarinet, but has also used bass clarinet and saxophones....
  
   (2, 4, 6, 7, 10, 11, 12) – bass clarinet, clarinet, turkey calls
• Anthony Coleman
  Anthony Coleman
  Anthony Coleman is an American musician. Coleman is a piano and keys player, trombonist and vocalist mainly working within the free improvised and avant-garde jazz scenes in downtown New York during the late 1970s through to the present day.His greatest impact was during the 80s and 90s when he...
  
   (2, 3, 4, 7, 10, 11, 12) – keyboards, piano, organ, sampler
• Melvin Gibbs
  Melvin Gibbs
  Melvin Gibbs is an American bass guitarist, composer, and producer who has appeared on close to 200 albums in diverse genres of music. Gibbs has been called "the best bassist in the world" by Time Out New York magazine....
  
   (2, 3, 6) – bass, guitar
• Richie Schwarz (2, 3, 4, 5, 7, 8, 10, 11, 12) – drums, sampled percussion
• Michael Blair (3, 5) – drums, backwards vocal
• Ralph Carney
  Ralph Carney
  Ralph Carney is an American musician. While his primary instruments are various saxophones and clarinets, Carney collects and plays many instruments, often unusual or obscure ones....
  
   (3) – sona
• Arto Lindsay
  Arto Lindsay
  Arthur Morgan Lindsay is an American guitarist, singer, record producer and experimental composer. He is a 1974 graduate of Eckerd College in St. Petersburg, Florida....
  
   (3, 8) – guitar
• Brad Jones (4, 5, 7, 8, 10, 11, 12) – bass, guitar on (11)
• Curtis Fowlkes
  Curtis Fowlkes
  Curtis Fowlkes is an American jazz trombonist. In 1987 he founded, together with saxophonist Roy Nathanson, The Jazz Passengers, an eclectic group dedicated to putting entertainment and humor back into jazz. The two had met performing in John Lurie's The Lounge Lizards, a group that shares a...
  
  (5, 10) – trombone
• Roy Nathanson (5, 8, 10, 12) – saxophone
• David Sardi (10) – guitar