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    1 THE SELLOUT

    2 LATELY

    3 KISSED IT featuring Velvet Revolver

    4 STILL HURTS featuring Romika

    5 BEAUTY IN THE WORLD

    6 HELP ME

    7 LET YOU WIN

    8 THAT MAN

    9 STALKER

    10 REAL LOVE featuring Bobby Brown

    11 ON & ON

    12 THE COMEBACK

    Executive Producer: MACY GRAY

    Mixed by MANNY MARROQUIN

    www.macygray.comwww.concordmusicgroup.com

    P & c 2010 Concord Music Group, Inc.,100 N. Crescent Drive, Beverly Hills, CA 90210.

    All Rights Reserved. Unauthorized duplicationis a violation of applicable laws.

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    ALSO STARRINGBobby Brown; Slash, Duff McKagan and Matt Sorum of Velvet Revolver; and introducing Romika

    EXECUTIVE PRODUCERMacy Gray

    PRODUCERSJared Gosselin and Phillip White, Rodney Jerkins, Kaz James, The Brothers Rise, Kannon Caviar Kross and Corey Simon, Hit-Boy

    and Chase N. Cashe, Don Cannon, Kronik, Tony Hardy and Macy Gray

    MIXED BYManny Marroquin

    MASTERED BYDave Kutch

    ENGINEERED BYJared Gosselin and Phillip White, Corey Stocker, Mike Handz Donaldson, Jamie Rise, and Alex Torodov

    ASSISTANT ENGINEERSErik Madrid, Christian Plata, Joshua Minyard, Alek Edmonds, Chris Young, Ramone Rivas, Zeph Sowers, Kiki Cholewka and Calvin Bailiff

    WRITERSMacy Gray, Jared Gosselin and Phillip White, Rodney Jerkins, Tony Hardy, Kannon Caviar Kross, Meelah Williams, Mika Lett, Hit-Boy

    and Chase N. Cashe, Lamar Kronik Mitchell, Kaz James, Ely Weisfeld and Jamie Almos, Corey Oz Simon, Honey Larochelle, George Reichart,Lazonate Franklin, Rock City, Teedra Moses and Mel Hinds

    THE PLAYERS

    Rodney Jerkins, Mika Lett, Carmit Bachar, Phillip White, Honey Larochelle, Tony Hardy, Lamar Kronik Mitchell, Freddie Moffet, Zoux, MikeShapiro, Keith Eaddy, Justin Meldal-Johnson, Corey Oz Simon, Maiya Sykes, Daniel Grover, Hit-Boy and Chase N. Cashe, Ely Rise, Jamie Rise,Slash, Duff McKagan, Matt Sorum, George Reichart, Natalia Cappuccini, Josh Lopez, Rami Jaffe, Tal Wilkenfeld, Samir Elmehdaoui, Stuart Schenk,

    Peter Antunes, Shelton Rivers, Aaron Ficca. Kannon Caviar Kross, Jared Gosselin, Meelah Williams, Lazonate Franklin and Rama Duke

    ARTPHOTOGRAPHY: Giuliano Bekor ART DIRECTION: Larissa Collins MAKE UP: Reanne Silva HAIR: John Blaine STYLING: Alejandro Peraza

    Special Thanks to:THE SELLOUT EXECUTIVE CREW

    MANAGEMENT:Michele Anthony and Merck Mercuriadis

    ASSISTANT TO MACY GRAY:Erica Dickerson

    CONCORD RECORDS:Glen Barros, Gene Rumsey, John Burk, Joe McEwen, Larry Blake, Margi Cheske, Mike Gillespie, Jill Weindorf, Michele Smith,

    Joel Amsterdam, John Baldi, Larissa Collins, Mary Hogan, Robert Smith, Paddy Spinks, Phillip Bailey, Dino Balzano, Rebecca Berman,Eliabeth Boetcher, Dave Einstein, Darnell Gamble, Fred Gillham, Craig Hammond, Dave Henson, Francesca Hughes, Ted Myers,

    Rick Nuhn, Corey Popovich, Iain Snodgrass and Norman Lear

    ISLAND RECORDS:

    Ted Cockle and Darcus Beese; Jon Turner, Shane ONeill and Olivia Nunn

    LEGAL:Jill Berliner and Emily Hay at King, Purtich, Holmes, Paterno and Berliner

    AGENTS:Jenna Adler at CAA for North America; David Levy at WME for International

    BUSINESS MANAGEMENT:Jeff Schwartz, Kathy Kammer and Alice Lee at Tribeca Business Management

    PUBLIC RELATIONS:Ken Sunshine, Patrick Confrey and Whitney Tancred at Sunshine Sachs and A ssoc.

    PUBLISHING:David Renzer, Tom Sturges and Joe Maggini at Universal Music Publishing

    RECORDED in LOS ANGELES at:The Record Plant, Can Am Studios, Paramount Studios, Amerycan Studios, Encore Studios, The Pass,

    Larrabee North Sound Studios and 2nd Floor Studios

    MACY GRAY

    THE SELLOUT

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    THE SELLOUTWhere I am and where I goWhat I do and who I know

    Yeah, take a picture cuz its always changingBut I wanna hold on to youYes I wanna hold on to youBut your slippery like the gasoline and you feel like fire

    AND IM OUT ON A LIMBIM GIVING INIM SELLING OUT TO THE PAYTO THE SHOWTHIS IS MY GIMMICKAND I WANNA WIN ITIM SELLING OUT, I WONT FIGHT YOU NO MORE

    Honey babe and honey booI always pictured youBy my side forever

    And I cant believe that youre gone nowCuz I got a love to giveYes, I got a love to giveI got something you should seeBaby just come back to me.

    Oh, dont go awayI want you to stayIm gonna sing you a songListen to my song and I hope that you like it

    Hey everybody gather round for meI know I aint the same as I used to beBut there are things that I really needTheres some people that I wanna meet

    So 1, 2, 3, lets go4, 5 to the showNursery rhymes and lullabies gonna make you danceBut I cry cuz

    LATELYThat day when I made you cryDidnt think youd say goodbye

    But I hurt you deep insideand Im sorry loveHope you can understandWhen I went to the other manSee, baby had to work my planbut youve had enough

    Yeah, shake me loveDont wake me loveIm dreamin of yaWere broken upBut Im sure it wasLove, my loveLately Ive been

    LATELY,IVE BEEN COMIN UP

    JUST LIKE A PALM TREEPEOPLE SURROUNDING MEYEAH, I AM POPULARTHEY SAY IM PRETTYYOU SHOULD COME BACK TO MELATELY, LATELY

    Yeah, baby I was a crabDidnt realize what I hadTook the good and made it badand Im sorry loveBut I landed on my feet, nowLookie here and you will see, nowI think youll like me, check me out

    Yeah, shake me loveDont wake me loveIm dreamin of yaWere broken upBut Im sure it wasLove, my loveLately Ive been

    You have what I needand I know how it seemsBut its not that wayI was chasing my dreamsIf you only knew how I felt about youYoud be running back

    Back on my street

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    KISSED ITOooh, rain be pourin downEvery day my mind is cloudyGot enough tears to fill the seaThey say that Im drag, Tell me I be lookin sadAnd nobody wants to party with meAnd its because of you, The shitty things you doThe low ways that you treat me, Endlessly

    I WAS GONNA LEAVE YOU TILL YOU KISSED ITI WANTED TO LEAVE YOU THEN YOU KISSED ITI WAS GONNA LEAVE YOU THEN YOU DIPPED ITBABY YOU FIXED IT, WHEN YOU KISSED ITI DONT WANNA FIGHT, BABY, KISS ITCUZ I MISS IT, MAKE IT ALRIGHTBOY YOU LIGHT A FIRE IN ME

    Oooohh you treat me like a dogTell me all I do is wrongTreat me like I wear a training braYou push my love awayThen you come to save the dayThen the next thing I be seein yaWith other girls in the clubIt dont feel like lovin to me

    Now let me hear you all you hot boysYa bring me down you bring me up,its alrightCuz its a love thingYeah, its a long thingOne more time, love thingAlright

    Now all you ladies with a hot boyThey bring you down they build you up,its alrightCuz its a love thingSay love thingSay love thing

    STILL HURTSLooks like things aint gonna work outquite the way we plannedGot your bags at the doorand now youre leaving me againAnd I play it cool like I dont care,thats just the way I amBut inside I wish I had the nuts to ask youfor another chance

    Cuz all I do is wish for younow that you are goneTime should heal and pain should fadeand I should move on

    BUT IT STILL HURTS, IT STILL BURNSWHEN IT COMES TO LOVEIVE GOT A LOT TO LEARNYOU AINT COMING BACK LIKE I WANT YOU TOBUT BABY, THERES NO GETTING OVER YOUAND I STILL HURT, YES I ST ILL HURT

    I smile when I look back on the way we were beforeRemember the life I had, the love when I was your girlNowhere was as lovely as our own little worldI cant believe I messed upI cant believe Im not your girlCuz all I do is dream of younow that you are goneTime should heal and pain should fadeand I should move on

    I try to fight away this hold you have on meI pray, I kick, I scream, baby Ive tried everythingBut Im hopeless you seeStuck on a love that used to beChasing the dream that maybe baby

    you would come back to me

    BEAUTY IN THE WORLDI know you're fed up, life don't let up for usAll they talk about is what is goin downAnd what's been messed up for usWhen I look around I see blue skies,I see butterflies for usListen to the soundsAnd lose it in sweet music and dance with me

    CUZ THERE IS BEAUTY IN THE WORLDSO MUCH BEAUTY IN THE WORLDALWAYS BEAUTY IN THE WORLDSO MUCH BEAUTY IN THE WORLDSHAKE YOUR BOOTY BOYS AND GIRLSFOR THE BEAUTY IN THE WORLDPICK YOUR DIAMOND, PICK YOUR PEARLTHERE IS BEAUTY IN THE WORLDALL TOGETHER NOW

    We need more loving, we need more moneythey sayChange is gonna come like the weatherThis ain't forever they saySo baby in between, notice the blue skies,notice the butterflies, notice meStop and smell the flowers

    And lose it in sweet music and dance with meHey, yo! Throw your hands up and holler hey, yo!Throw your hands up and hollerWhen you don't know what to doDon't know if you'll make it throughRemember that Hes given you beauty in the worldSo love

    All together nowHey, baby when I'm lookin' at you nowI know its fact, its true thatTheres love, theres hope for usAnd theres beay in the world

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    LET YOU WINI think I know all about youWho you been, where you been,what you beenAnd I cant decide on your rollercoaster rideor your merry-go-roundTake me round and roundAnd Im waiting while youre breaking away

    AND IF I HAD IT TO DO OVER ID SEE YOUAGAINID DO IT RIGHT AND WHEN WE FIGHT IDLET YOU WINCUZ MY WORLD IS NEARLY NOTHINGWITHOUT YOU IN ITSHOULDA LET IT GOCOULDA LET IT GOCOULDA LET YOU WIN

    I get a taste of the summer sunEvery time you walk into my doorYeah we laugh and we teaseYoure so easyBut I aint satisfied till I make you cryAnd Im shaking while youre breaking away

    You know Im right, baby,most of the timeYou think youre right, baby,most of the timeTheres no wayNo howI can live without you nowBaby, I surrenderYeah, Im throwin in the towelThrowin my hands up cuz I need you now

    Let you winI give inLet you winWanna see you again

    THAT MANWe always rock aroundWe always rock aroundWe gonna rock aroundWe always rock aroundI was so happy bout the love I foundTill I went to the library and I saw him,Sayin oh yeah, oh yeah, I want that manHe stole my heart and hes killin me softly

    He stole my heart and hes killin me softlyShe said: OH! If hes stealin and killin thenhe must be a black manHes my brand new Ferrarihes my piece of cakeMy personal President of the United States

    HEY BABY, HEY DADDY, HEY SUGARYOU SURE ARE A LOOKERIN YOUR BLING BLING CHAINAND YOUR GUCCI SHADESHE GOT THE CUSTOM RANGE ROVERI THINK IM COMIN OVERSAYIN OH YEAH, OH YEAHI WANT THAT MAN

    Im gonna say it loud, Im gonna say it loudI was so happy bout the love I foundSee, I went to the museum and I saw him

    Oh yeah, oh yeahI want that manHe wrote me poetry and bought me a carHe wrote me poetry and bought me a carShe said: OH! If he wrote you poetry andbought you a car he must be a nice manHes my brand new Mercedeshes my piece of pieHes my very own personal Jesus Christ

    Hey baby, baby,

    Ive been lookin all over the worldYou be my man, I will be your girlI think together we could go real farEspecially if we had a jet, private,

    you can get it, you bet itHey baby, baby,Ive been lookin all over the worldYou be my man I will be your girl

    Extraordinary THAT MANI wanna marry THAT MANHey daddy, hey sugarYeah, you sure are a lookerWhen I look at you, all I have to say isTHAT MAN

    HELP MEIts a sad, sad day when the thing you love, my loveBrings you to your knees, my loveBeats you down and eats you up till yournothing but they sayThey say Im too far leftAt least I aint someone elseCuz I cant change itAnd it aint strange if Im just being myself

    They say Im too far goneWell I say that theyre wrongCuz who are they to say who I should beand where Im goin

    Am I goin to heavenAm I goin hellSee when I wake up in the morning I just cant tellI cant help myselfSome say Im bad, Some say Im goodSome they think Im just a psycho broadBut Im just misunderstoodYeah, Im misunderstood

    SO CAN SOMEBODY HELP ME?

    If I change, change, changeIf I switch up my deliveryWill you, my love, remember mewhen Im dead and goneThey say Im dead and gone, they say

    I tried to follow but it dont fit meSee, Im hard to swallow cuz they dont get meAnd my soul is shiftedI call it uniqueBut I guess I dont know

    SOMEBODY HELP ME

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    ON & ONIve been drinking, Im high,I have a lot to sayI never get so down as when you go awayFrom the bottom of my heart,from the red of my bloodWhat I feel is realBaby, Im in love

    I WANT CHA, I NEED YA, I LOVE YAON AND ON AND ONWANNA DISCUSS THE FUTURE,CANT GET ENOUGHON AND ON AND ONYOUR BODY, BABY, MAKES MEON AND ON AND ONI COULD GOON AND ON, ON AND ON,ON AND ONWITH YOU

    Theres no end in sightI cant imagine what my life would be likeI wanna talk about the futureFrom the bottom of my heart,the red of my bloodBaby Im in loveYeah, summertime its youOh, winter timeAnd its you, baby, all the timeAnd you stay on my mind

    When I see you wanna pull my skirt upGot me feeling like Im bout to burn upGot me feeling high, baby put your hands upCuz baby, its a hold upSo love me, I can make you love meAlways into meYoure what I want, what I needLove what youre doing to me

    REAL LOVEBobby: Macy?Macy: Sexual Chocolate?Bobby: Yeah its me B. BrownMacy: Bobby BrownBobby: Listen, um I wanted to talk to youabout this songMacy: Oh, you can talk to me all dayBobby: Lets do this song together

    that has lyricsMacy: Lets do it nowBobby: That just means something like-Macy: LoveBobby: Listen, come on

    I know why you hesitateBurned by all the fakeLovers that you had beforeThey put you down and gave you hateDont believe the things they sayCuz baby youre a dream, youre a scoreAnd I would walk a million miles for you

    Just to visit youAnd Ill show you a trillion stars,the moon is ours

    DARLIN I, IM EVERLASTINGIM A SURE THING, IM THE MASTERGIVING YOU REAL, REAL, REAL LOVEAND ITS YOURS FOR THE ASKINGI PUT EVERYTHING AFTERGIVING YOU REAL, REAL, REAL LOVE

    Baby, I will kiss youEven when you have the fluIll be good to you when youre badLove you, love you babyLay you down and save youIm your super heroIm a fan, Im a fan

    And I would walk a million miles for youJust to visit youAnd Ill show you a trillion stars,the moon is ours

    Lonely baby, I have to be where you areWe are like a shooting star

    Jump in my fast carBaby, Ill take you foreverIm making you mine for life

    STALKERPeople say that Im your stalker, the way I follow you roundYou are the only thing that I talk about when Im talkingSay my affection is too much you say its smotheringAnd that may be so but whos gonna love you like I do if I go?

    JUST LIKE THE OCEAN NEEDS THE WATERAND THE SEA NEEDS A BREEZEBABY YOU NEED ME

    I am your submissive ho, I am your desperate bitchAnd thats alright with me as long as Im the one you kissI drink you eat you, I dream and my love is on fireLook away, look awayWho else you gonna find with dreams like mine?

    Now, babyIf you kick me out nowIf you kick me out nowWhos gonna wear your tattoo?Whos going crazy for you?Call you 90 times a day?Whos gonna freak you, freak you, like the wayAnd who gonna drive you home tonight?

    You need me, yes you do.You need me, yes you do.

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    THE COMEBACKHey big rocker, could you shine the light?I have lost track of whats wrong from rightIts days like these that I wanna die

    Its days like these that make me cry all day,and I have to sayThat I dont know where Im goingAnd maybe if I had more moneyMaybe if I was more prettyIm going in circles when it hits meThat I dont know where Im goingAll you big rockers, stay hot, hot, hotLook at how they leave you,when youre not, not, not

    AND HEYBABY, IF I COMEBACKWOULD YOU TAKE ME BACKIF I TOLD YOU THAT

    I HAVENT CHANGED A BITBABY, WOULD YOU GO FOR IT?WOULD YOU TAKE ME BACK?IF I TOLD YOU THATOH, BABY

    Hey big world, its me againIm coming way back to be big againGonna make it like it was in the beginningCuz Im missing all my fair-weather friendsAnd since you let me goWanna let you knowThat I dont know where Im goingAnd maybe if you knew about my historyYou wouldntve been such big bitch to meIm blinded by the light

    When I finally seeThat I dont know where Im goingAll you big rockers, stay hot, hot, hotLook at how they leave you,when your not, not, not!

    Maybe if I had more moneyMaybe if I was more prettyIm going in circles when it hits meThat I dont know where Im goingBut I do know that Im here to stayBeen up, down and sidewaysNo matter way Ill stay, Im staying

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    9 STALKER (2:27)

    Lyrics and Melody by Macy Gray

    Music by Tony Hardy

    HappyMelBoopy Cocktail and Music Publishing (BMI)/

    Temple Avenue Music Group, Inc. (ASCAP)

    Produced by Jared Lee Gosselin & Phillip White

    Additional Production by Tony Hardy

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White

    BACKING VOCALS Carmit Bachar & Phillip White; DRUMS Peter Antunes

    GUITAR Samir Elmehdaoui; KEYS AND SYNTHS Tony Hardy & Freddie MoffettPROGRAMMING Jared Lee Gosselin & Phillip White

    10 REAL LOVE featuring Bobby Brown (4:02)

    Lyrics and Melody by Macy Gray, Phillip White & Mellissa Honey Larochelle

    Music by Phillip White, Samir Elmehdaou, Freddie Moffett & Jared Gosselin

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Sun White Music

    (BMI)/Sweetrock (ASCAP)/Dropkey Music (ASCAP)/Mo Fredz Muzik (BMI)/

    Strange Science Music Publishing (ASCAP/ROYNET)

    Produced by Jared Lee Gosselin & Phillip White

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White & Honey Larochelle

    DUET VOCAL Bobby Brown; BACKING VOCALS Phillip White & Honey Larochelle

    PIANO Freddie Moffett; KEYS AND SYNTHS Freddie Moffett & Phillip WhiteGUITARS Samir Elmehdaoui; PROGRAMMING Jared Lee Gosselin

    11 ON & ON (3:19)

    Lyrics and Melody by Macy Gray, Mika Lett & Meelah Williams

    Music by Hit-Boy & Don Cannon

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Diva in Training

    (ASCAP)/Haleem Music (ASCAP)/Hit-Boy Music/U Cant Teach Bein the Shh/Songs of

    Universal (BMI)/Cannon Music One/WB Music Corp.(ASCAP)

    Produced by Hit-Boy & Don Cannon for Cannon Music, LLC

    Recorded by Corey Stocker

    Vocals Arranged by Mika Lett & Meelah Williams

    BACKING VOCALS Mika Lett, Meelah Williams & Rama Duke

    KEYS, SYNTHS AND PROGRAMMING Hit-Boy & Don Cannon

    12 THE COMEBACK (4:04)

    Lyrics and Melody by Macy Gray

    Music by Phillip White, Tony Hardy & Jared Gosselin

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Sun White Music (BMI)/Strange

    Science Music Publishing (ASCAP/ROYNET)/Temple Avenue Music Group (ASCAP)

    Produced by Jared Lee Gosselin & Macy Gray

    Co-Produced by Phillip White

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White, Macy Gray & Maiya Sykes

    BACKING VOCALS Maiya Sykes, Mika Lett & Carmit Bachar; KEYS AND SYNTHS

    Tony Hardy, Freddie Moffett, Phillip White & Zoux; GUITARS Zoux ; BASS Justin

    Meldal-Johnson; DRUMS Aaron Ficca; PROGRAMMING Jared Lee Gosselin

    1 THE SELLOUT (3:57)

    Lyrics and Melody by Macy Gray

    Music by Hit-Boy & Chase N. Cashe

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Hit-Boy Music/U Cant Teach

    Bein the Shh/Songs of Universal (BMI)/Almas Own Music

    Produced by Hit-Boy & Chase N. Cashe for Zone 4, Inc.

    Recorded by Corey Stocker & Jared Lee Gosselin

    Vocals Arranged by Phillip White

    BACKING VOCALS Carmit Bachar & Phillip White; KEYS, SYNTHS AND

    PROGRAMMING Hit-Boy & Chase N. Cashe; GUITARS Daniel Groover

    2 LATELY (2:56)

    Lyrics and Melody by Macy Gray, Kaz James, Mellissa Honey Larochelle & Lazonate Franklin

    Music by Kaz James, Ely Weisfeld & Jamie Almos

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Appleby/Universal Music-MGB

    Songs (ASCAP)/Sweetrock (ASCAP)/U Cant Steal It (ASCAP)/Love Tunnel Publishing

    (ASCAP)/Raw Bliss Publishing (ASCAP)

    Produced by Kaz James & The Brothers R ise

    Recorded by Jamie Rise

    Vocals Arranged by Kaz James & Honey Larochelle

    Backing Vocals Honey Larochelle, Lazonte Franklin & Kaz James; KEYS AND

    RHODES Ely The Creep Rise; BASS, GUITAR AND PROGRAMMING Jamie Rise

    3 KISSED IT featuring Velvet Revolver (4:36)

    Lyrics and Melody by Macy Gray & Lazonate Franklin

    Music by Kannon Kross & Corey Simon

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Mr. Caviar Music (ASCAP)/

    4D Flava Music (ASCAP)/U Cant Steal It (ASCAP)

    Produced by Kannon Caviar Cross & Corey Oz Simon for Secret Specialist Prod./

    Kannon Ent.

    Co-Produced by Jared Lee Gosselin

    Recorded by Alex Torodov, Jared Lee Gosselin & Mike "Handz" Donaldson

    Vocals Arranged by Phillip White

    BACKING VOCALS Phillip White, Mika Lett, Caviar, George Reichart, Jared Lee

    Gosselin, Carmit Bachar & Natalia Cappuccini; DRUMS Matt Sorum; LEAD GUITAR

    Slash; BASS Duff Mckagan; KEYS AND SYNTHS Corey Oz Simon; RHYTHMGUITAR Lanny Cordola; PROGRAMMING Kannon Caviar Kross

    4 STILL HURTS featuring Romika (3:50)

    Lyrics and Melody by Macy Gray & Teedra Moses

    Music by Lamar Mitchell and Jared Lee Gosselin

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Spaceman Music (BMI)/

    Ras N Taj Music (BMI)/LaMar Kronick Mitchell (BMI)/Strange Science Music

    Publishing (ASCAP/ROYNET)

    Produced by Jared Lee Gosselin & Phillip White

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White

    FEATURED VOCALS Romika; KEYS AND SYNTHS Lamar Kronik Mitchell & Rami

    Jaffee; PROGRAMMING Jared Lee Gosselin

    5 BEAUTY IN THE WORLD (3:49)

    Lyrics and Melody by Macy Gray

    Music by Josh Lopez, George Reichart & Kannon Kross

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Larryleronmusic (BMI)/

    Mr. Caviar Music (ASCAP)/George Benjamin Reichart Music (ASCAP)

    Produced by Macy Gray for Moonslice & Kannon Caviar Cross and Corey Oz Simon

    for Secret Specialist Prod./Kannon Ent.

    Co-Produced by Jared Lee Gosselin & Phillip White

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White

    BACKING VOCALS Mika Lett, Carmit Bachar & Phillip WhiteBASS Justin Meldal-Johnson; KEYS Tony Hardy; GUITAR Josh Lopez

    PERCUSSION AND HANDCLAPS Jared Lee Gosselin, Phillip White & Shelton Riv ers

    PROGRAMMING Jared Lee Gosselin

    6 HELP ME (4:37)

    Lyrics and Melody by Rock City & Macy Gray

    Music by Rodney Jerkins

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Rodney Jerkins EMI Blackwood

    (BMI)/TNT Explosive Music Publishing (ASCAP)

    Produced by Rodney Darkchild Jerkins for Darkchild.com

    Recorded by Mike Handz Donaldson

    Vocals Arranged by Rodney Jerkins

    BACKING VOCALS Lashawn Daniels, Delisha Thomas, Dernst Emile & RayvaughNichelle; ALL INSTRUMENTS Rodney Jerkins; ADDITIONAL KEYS AND SYNTHS Zoux

    7 LET YOU WIN (3:56)

    Lyrics and Melody by Macy Gray, Phillip White and Mellissa Honey Larochelle

    Music by Samir Elmehdaoui and Phillip White

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Sun White Music (BMI)/

    Sweetrock (ASCAP)/Dropkey Music (ASCAP)

    Produced by Jared Lee Gosselin and Phillip White

    Recorded by Jared Lee Gosselin

    Vocals Arranged by Phillip White

    BACKING VOCALS Phillip White; GUITAR Samir Elmehdaoui; KEYS Freddie Moffett

    BASS Tal Wilkenfeld; DRUMS AND PERCUSSION Mike Shapiro;

    PROGRAMMING Jared Lee Gosselin

    8 THAT MAN (3:32)

    Lyrics and Melody by Macy Gray & Mel Hinds

    Music by Phillip White & Lamar Kronik Mitchell

    HappyMelBoopy Cocktail and Music Publishing (BMI)/Spaceman Music (BMI)/

    Sun White Music (BMI)/LaMar Kronick Mitchell (BMI)

    Produced by Phillip White

    Co-Produced by Lamar Kronik Mitchell & Jared Lee Gosselin

    Recorded by Phillip White & Jared Lee Gosselin

    Vocals Arranged by Phillip White

    BACKING VOCALS Mika Lett & Carmit Bachar; KEYS AND SYNTHS Lamar Kronik

    Mitchell & Phillip White; GUITAR Samir Elmehdaoui; BASS Justin Meldal Johnson;

    DRUMS Stuart Schenk; PROGRAMMING Phillip White & Jared Lee Gosselin

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    THANK YOOZMy ma, who is truly an angel from heaven my idol the first person I ever loved. Happy,Whiskeyand Spaceman

    my kids my favorite muse and motivation I love you like French fries.My sister and my brother Nehlia and Nate the best people I know. Pops Otis Jones, andAnita Mamita Hinds

    THE greatest management in the whole wide world ever, for real Merck Mercuriadis and Michele Anthonyand my great bigrock Erica Dickerson. Dan Chiachetta and Tina Chang, Daniel Cho and everybody at Echo Forward DigitalMarketing and special special thanks to Mr. Tom Winch. Since day one: Polly Anthony the very best;Jill Berliner,

    Jenna Adler, Rob Light, Mitch Rose, Howard King,Jeff Silberman, Peter Paterno, David Levy,Eunice Lee,Jeff Blue, Georgina Lopez, Deanna Gonzalez and Daryl Swann thank you means the wholeworld.Jeff, Kathy,Alice andJenil. Diana Richardson, Sharaz Qureshi, Cameron Kaiser and PeterPrice. Infinity gratitude to the bands and crews: Kathy Nelson, Marina Bambino, Mika Lett, Maiya Sykes,Josh Lopez,Aaron Ficca, Keith Eaddy,Jeff Riviera, Rob Harrington, Zoux, Simi, Chaun

    Horton, DJ JLee, Steve Walsh, Dawn, Sye Smith, Stephanie, Cassandra ONeil, Kiilu Grand andMeelah Williams. Carmit Bachar. Bobbyand London Collin,Jim Morey, the Morey familyandKyle Whitney. Chris Lighty, Claudine, Barry, Shavala and Debbie Coda.Jessica Cohen. Chris

    Vanek. Debbie Grimmel.Jason and Stephanie Scoppa andAlex. Big ups to Mixed Chicks: Kim Etheredge,Wendyand Brad Kaaya. The Moonslice Records crew: Romika Faniel, Honey LaRochelle, Muhammed Bey,

    Adam Zee Waldman, Precious King andJared andWhiteywatch out world, here we come!

    Manny Marroquin, David Kutch and all the producers, writers and players. Rosie Mann-Cherney, Dave andJamie Way, Mike andAdam, Rachel Carpenter and their excellent studios.Antoine Fuqua, Lee Daniels,

    George C. Wolfe, Tony Scott, Brian Barber, Sam Raimi and Tyler Perry for the movie roles.Prince, Billie Holiday, Chaka Khan, The Rolling Stones, Erik B and Rakim, Sly Stone, Diana

    Ross,James Brown, Marvin Gaye, Nirvana, Sublime, the Fugees and Kanye West to name a fewof the people who inspire me musically. The Roots, Dave Matthews, Rick Rubin, The Outkast, David Bowie,

    Erykah Badu, Common, Bobby Brown,Will.i.am and The Black Eyed Peas,AnthonyHamilton,Velvet Revolver, Stevie Nicks, Mos Def,Angie Stone, Charles Hamilton and

    Sunshine Anderson all of whom Ive had the blessing of collaborating with. Yall taught me a lot.All my love to my dearest friends and family, especiallyViola Fisher , Uncle Lehman andAunt Gayle, Lester,

    Nadine McIlwain, Darlene Moss, Mrs. Whitfield, Coco and Ray Darby, Glen JR McIntyre,Vivian,Valerie, Big Scott andAngie.All the Fishers, McIntyres,Joneses, Hinds,Whitfields, andall those related to my crazy relations.Alicia Etheredge , Cassius Brown and the Etheredge family,Angel andKing Che Beckwith, Ursula Miller and Naldi, Cedra CedBoogie Walton, Shondrella Avery,

    Dawn Beckman,Avv and the boys, Dafnee Wayans, and Gio.

    Infinity love to all my fans especially my number one Henry Lopez

    This album is dedicated to the per fect memory of my grandmother Sarah Fisher and my father Richard McIntyre

    www.macygray.com www.twitter.com/macygrayslife www.facebook.com/macygrayofficial

    For a complete listing of the many recordings available from Concord Music Group, please visit our website at www.concordmusicgroup.comP &c 2010 Concord Music Group, Inc., 100 N. Crescent Drive, Beverly Hills, CA 90210. Al l Rights Reserved. Unauthorized duplication is a violation of applicable laws.

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