All songs composed by Vinnie Moore and Phil Mogg except as noted.
- "Hard Being Me" (Pete Way, Moore, Mogg) - 3:35
- "Heavenly Body" - 3:52
- "Some Other Guy" - 4:38
- "Who's Fooling Who?" (Way, Moore, Mogg) - 3:57
- "Black and Blue" (Paul Raymond, Mogg) - 5:29
- "Drink Too Much" - 4:40
- "World Cruise" - 3:29
- "Down by the River" - 3:18
- "Good Bye You" - 4:40
- "Rolling Man" - 4:24
- "Kingston Town" (Raymond, Mogg) - 4:08