1. Escher Sketch (A Tale of Two Rhythms) (5:23)- written by Michael Brecker
2. Minsk (9:03) - written by Don Grolnick
3. Ode to the Doo Da Day (5:51) - written by Jim Beard
4. Never Alone (5:35) - written by Michael Brecker
5. Peep (7:25) - written by Michael Brecker
6. Dogs in the Wine Shop (6:33) - written by Don Grolnick
7. Quiet City (6:04) - written by Jim Beard
8. The Meaning of the Blues (5:57) - written by Bobbie Troup & Leah Worth

Michael Brecker: Tenor Saxophone, EWI, Keyboards, Drum Programming
Jason Miles: Synthesizer Programming (1)
Jimmy Bralower: Drum Programming (1)
Victor Bailey: Bass (1, 2, 4, 5, 6, 7)
Don Alias: Percussion (1, 2, 4, 6, 7)
Jon Herington: Guitar (1, 2, 3, 5)
Jim Beard: Synthesizers (1, 2, 4, 5, 6, 7)
Adam Nussbaum: Drums (1, 2, 5, 8)
Judd Miller: EWI Programming (1, 2, 5, 6)
Joey Calderazzo: Piano (2, 5, 6, 8)
Omar Hakim: Drums (4, 7)
Jay Anderson: Acoustic Bass (5, 8)
Milton Cardona: Percussion (6)
Steve Berrios: Percussion (6)