
- Adam Schlesinger: Bass (track 10)
- Adam Tilzer: Engineering
- Alexis Fleisig: Drums/Percussion (track 10)
- Andreas Mattsson: Vocals (track 4)
; Strings (track 4)
- Arjun Agerwala: Vocals (track 11)
; Engineering
; Mixing (tracks 3, 8, 10, 12, 13)
- Atsuo Matsumoto: Engineering (assistant)
- Geoff Sanoff: Bass (track 4)
; Engineering
; Mixing (tracks 2, 4, 5, 7, 9, 11)
- James Iha: Vocals
; Guitar
; Bass
; Drums/Percussion (glockenspiel)
; Piano/Keyboards
; Production
; Arrangement (string arrangements)
- Joe La Porta: Mastering
- John Holbrook: Mixing (tracks 1, 6, 14)
- Jon Graboff: Guitar (pedal steel: tracks 6, 11, 13)
- Jon Natchez: Additional Instruments (horns, woodwinds: tracks 5, 7)
- Josh Lattanzi: Vocals (harmony: tracks 5, 13)
; Guitar (tracks 5, 13)
- Julia Kent: Strings (cello: tracks 5, 11-13)
- Karen O: Vocals (track 9)
- Kelly Pratt: Additional Instruments (horns, woodwinds: tracks 5, 7)
- Kevin March: Drums/Percussion (tracks 3, 4, 8, 11, 12, 14)
- Maxim Moston: Strings (violins: tracks 5, 11-13)
- Michael Nesci: Engineering
- Mike Garson: Piano/Keyboards (track 7)
- Nathan Larson: Guitar (tracks 1, 6, 7, 11, 13)
; Bass (tracks 1, 6, 7, 11, 13)
; Piano/Keyboards (tracks 1, 6, 7, 11, 13)
; Production
; Arrangement (string arrangements: tracks 1, 5, 12; horn arrangements: tracks 5, 7)
- Neal Casal: Vocals (tracks 3, 4, 10)
- Nick Zinner: Guitar (track 5)
- Niclas Frisk: Guitar (tracks 4, 10)
- Nina Persson: Vocals (tracks 1, 4)
- Pete Remm: Piano/Keyboards (hammond: tracks 13, 14)
- Rudyard Lee Cullers: Engineering
- Sara Quin: Vocals (tracks 3, 5)
- Tim Byrnes: Additional Instruments (trumpet: track 12)
- Tom Verlaine: Guitar (tracks 4, 7)

James Iha's second solo album, released in March 2012. The last 2 tracks are labeled "bonus track" on EMI Japan's site, indicating the US release may not have them. A Facebook post on 2012/02/14 notes that while the album "comes out this spring on EMI Japan, [...] for those of you in the rest of the world, it will come out later this year."
The US release has a different track order from the Japanese version:
- Make Believe
- To Who Knows Where
- Gemini
- Speed Of Love
- Till Next Tuesday
- Summer Days
- Appetite
- Dream Tonight
- New Years Day
- Waves
- A String Of Words
- 4th Of July (CD only)
- Dark Star (CD only)
US CD, LP, and T-shirt bundles are available for pre-order here. The first 100 pre-orders also include a Polaroid photo and a button.
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