1. The Genesis Conceived by Nas and Faith N 2. N.Y. State of Mind —C. Martin—N. Jones— Produced By: DJ Premier for Works of Mart Productions Recorded and Mixed at: D&D Recording, NYC. Engineer: Eddie Sancho Contains Sample From: "Mind Rain" as performed and written by J. Chambers Published By: Gifted Pearl/Ill Will Music, Inc./Skematics Music (ASCAP) 3. Life's a b**h —N. Jones—R. Wilson—O. Scott—A. Cruz—O. Dara— Featured Vocals: A.Z Trumpet: Olu Dara Produced By: L.E.S., co-produced by Nas Recorded and Mixed at: Unique Studios and Chung King Studios, NYC Engineer: Jason Vogel Contains Sample From: "Yearning for your Love" as performed by The Gap Band and written by R. Wilson and O. Scott Used courtesy of Polygram Special Products, Inc Published By: Ill Will Music, Inc./Skematics Music/Minder Music (USA) (ASCAP)/Taking Care of Business Music/Total Experience Music Publishing Co. (BMI) 4. The World is Yours —P. Phillips—N. Jones— Produced By: Pete Rock for Mecca and the Soul Brother Productions, Inc Recorded and Mixed at: Battery Studios, NYC Engineer: Jamey Staub Contains Sample From: "It's Yours" performed by T La Rock, courtesy of Warlock Records Published By: Hit'N'Hold Music (ASCAP) Ill Will Music, Inc./Skematics Music/Pete Rock Publishing (ASCAP) 5. Halftime —W.P. Mitchell—N. Jones—G. Byrd— Produced By: The Large Professor for Paul Sea Productions, Inc Recorded and Mixed at: Chung King Studios, NYC Engineer: Kevin Reynolds Contains Samples From: "Dead End," "Soul Travelin'" and "School Boy Crush" Published By: Large Professor Music Ltd./EMI April Music Inc./Ill Will Music Inc./Skematics Music/Minder Music (USA) (ASCAP) 6. Memory Lane (Sittin' In Da Park) —C. Martin—R. Wilson—N. Jones—P. Barsella— Produced By: DJ Premier for Works of Mart Productions Recorded and Mixed at: D&D Recording, NYC Engineer: Eddie Sancho Assistant Engineer: Luis Tineo Contains Sample From: "We're in Love" as performed by Reuben Wilson and written by R. Wilson and P. Barsella EMI Unart Catalog Inc./Ill Will Music Inc./Skemetics Inc./ Gifted Pearl (ASCAP) 7. One Love —J. Davis—N. Jones—J. Heath— Produced By: Q-Tip for A Tribe Called Quest, Inc Recorded and Mixed at: Battery Studios, NYC Engineer: T. Lathem Contains Sample From: "Smilin' Billy Suite Pt. II" as performed by The Heath Brothers and Written by J. Heath Published By: Ill Will Music, Inc./Skematics Music (ASCAP)/MJQ Music, Inc. (BMI) 8. One Time 4 Your Mind —W.P. Mitchell—N. Jones— Produced By: The Large Professor for Paul Sea Productions, Inc Recorded and Mixed at: Chung King Studios, NYC Engineer: Kevin Reynolds Assistant Engineer: Jack Herscha Contains Sample From: "Walter L" as written by G. Burton Published By: Large Professor Music Ltd./EMI April Music Inc./Ill Will Music Inc./Skematics Music (ASCAP) 9. Represent —N. Jones—C. Martin— Produced By: DJ Premier for Works of Mart Productions Recorded and Mixed at: D&D Recording, NYC Engineer: Eddie Sancho Assistant Engineer: Luis Tineo Ill Will Music Inc./Skemetics Inc./DJ Premier Publishing/Gifted Pearl (ASCAP) 10. It Ain't Hard to Tell —W.P. Mitchell—N. Jones— Produced By: The Large Professor for Paul Sea Productions, Inc. Initial Tracking at PowerPlay Studios, Long Island City, NY Tracking Engineer: Anton "Sample This" Pushansky Recorded and Mixed at: Chung King Studios, NYC Engineer: Stan Wallace Mix Engineer: Diego Garrido Contains Samples From: "Human Nature" as performed by Michael Jackson and written by J. Bettis and J. Pocaro; and "N.T." as performed by Kool & The Gang and written by G. Redd, JR., R. Handy, C, Horne, R. Bell, R. Bell, R. Mickens, D. Thomas, G. Brown and C. Smith Published By: Large Professor Music Ltd./EMI April Music Inc./Ill Will Music Inc./Skematics Music (ASCAP) Executive Producers: Faith N. and M.C. Serch Art Production: Jo DiDonato Design: Aimée Macauly Photography: Danny Clinch Big Shout Out To: My Moms, my brother Jungle, my pops Olu Dara, Kiane, Big Bo, The Grand Wizard 'Mike', the Minister family, Starlyn, Anthony, Rachel, Pauline, Shamina, Tineeka, Tequila, Tina Wina, my cousins Dee and Gee', Pumpkin, Helen, Uncle Tee, Grand Ma Ella, Nan, Nap and Nub, bob, Illwill, Betty, Masey, Junior, Angie, Takia, Dasia, my wisdom Carmen, all my peoples in Baltimore, N.C., Miss. Tex, Every Body, Queensbridge Houses, Astoria Houses, 40 P.J.S., Baisley, Far Rockaway, Corona, Ravenswood, the whole Queens Gettin' Crazy Cash Crew, "n***as don't even understand it," "A.Z., life's a b**h, so f** it!", Turkey, E-Flan, Devine, Gee, Hayes, Fat Slate, Sissy, Mrs. Versie, Nee-Nee, Draws, all my people's on the Island, up North "hold your heads and keep rockin'," Trinidad, Uzi, Goon, Doug, good lookin' out Faith Newman, Nisha, Ashley Fox, Serch, Angela Thomas, Don lenner, David Kahne, Ty Ty Harris, Webb, Bernard, AK, Large "Extra P", Van, Sharon and family, Q Tip, ATCQ, Pete Rock, CL, my mothaf**in' man Premier, Smooth, Guru, Dirty Rotten, G Rap, Lil G, Polo, the entire Hip Hop world, Neek the Exotic, Cormega, 40 Side, Vernon, Spud the B, Ball Lord, Columbia, Sony and the whole sh**, L.E.S. Hots, Poet, Havoc, Pop, Uptown, Monster......Lord, Black Jay, Rapper Ron, Nut, Draws, BJ, Black, Ice, Mayo and the family, Spunk and the whole crew One Love Blackpeople............... In Memory Of: Illwill, Snoot, Poppa Charlie, Tyhae, Rich Kid, Tyrone, Dot, Bing, Louie, Loyd, Sarge, AG, Wee Woe, I'mma C Y'All.... One