Tracklist

CD 1
# Title Rating Length
1 Penitentiary Philosophy
2 6:12
2 Didn't Cha Know
3 4:01
3 My Life
2 4:02
4 ... & On
1 3:36
5 Cleva
2 3:48
6 Hey Sugah
1 0:53
7 Booty
2 4:07
8 Kiss Me on My Neck (Hesi)
2 5:37
9 A.D. 2000
3 4:53
10 Orange Moon
2 7:12
11 In Love With You
3 5:23
12 Bag Lady
4 5:51
13 Time's a Wastin
3 6:42
14 Green Eyes
1 10:05

Credits

CD 1

strings arranger:
Larry Gold (tracks 3, 13)
drums programming:
Jay Dee (rapper/producer aka J Dilla) (track 3)
bass:
Jay Dee (rapper/producer aka J Dilla) (track 7)
background vocals:
YahZarah (tracks 1–2, 6, 10–12)
guest vocals:
Stephen Marley (Jamaican American reggae musician) (track 11)
producer:
Jay Dee (rapper/producer aka J Dilla) (tracks 2–3)
vocals:
Roy Ayers (track 5)
Betty Wright (track 9)
sampled by:
In Luv by Mala (track 11)