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- John Paul Strauss / lead & backing vocals, piano, keyboards
- Mike Matier / acoustic, electric & MIDI guitars
- Robert Niemeyer / keyboards, backing vocals
- Matt Overholtzer / bass, double bass
- Mark Wickliffe / drums, percussion, bass, guitar, keyboards, backing vocals
With:
- Stan Whitaker / guitar (6)
- Kenneth Francis / guitar, backing vocals (1.vi)
| 1. | As on a Darkling Plain (40:54) | | 2. | Lost in the Money (5:55) | | 3. | Blind Authority (3:51) | | 4. | Rock (5:56) | | 5. | I Can't See (5:03) | | 6. | Tomorrow (6:19) | | 7. | Lay Down Beside Me (in the Rain) (5:03) |
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