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1	Intro Producer – 98°*	0:41
2	Heat It Up Backing Vocals – Latoya Duggin, Sylvia Duggin, Taneka DugginBass – Kern BrantleyProducer – Poke & Tone*Written-By – 98°*, Daniel Webster*, Mark Adams, Mark Hicks, Raymond Turner*, Starleana Taylor, Steve Arrington, Thomas Lockett*	4:15
3	If She Only Knew Co-producer – 98°*Electric Bass – Brian NewcombeGuitar [Classical] – Dane DeVillerProducer, Arranged By, Programmed By [All] – Dane DeViller, Sean HoseinWritten-By – Chris Farren, Gordon Chambers	4:27
4	I Do (Cherish You) Drum Programming – Mark HammondGuitar [Guitars] – Gordon KennedyProducer, Keyboards, Bass – Keith ThomasWritten-By – Dan Hill, Keith Stegall	3:45
5	Fly With Me Co-producer – Jerry "Wonder" Duplessis*Producer – Pras MichelWritten-By – 98°*, Benny Anderson*, Bjoern Ulvaeus*, Jerry Duplessis, S.P. Michel*, Stig Anderson	3:49
6	Still Co-producer – 98°*Guitar – Dane DeVillerProducer, Programmed By [All], Mixed By – Dane DeViller, Sean HoseinWritten-By – 98°*, Dane DeViller, Sean Hosein	4:00
7	Because Of You Producer [Uncredited] – BAG & Arnthor, BloodshyWritten-By – Anders Bagge, Arnthor Birgisson*, Christian Karlsson, Patrick Tucker	4:55
8	Give It Up (Interlude) Producer, Written-By – 98°*	1:31
9	Do You Wanna Dance Producer – Poke & Tone*Written-By – 98°*, Charles Smith*, Eumir Deodato, George Brown, James Taylor*, Jean Claude Olivier*, Robert Bell*, Robert Mickens*, Ronald Bell, Samuel Barnes	4:14
10	True To Your Heart Backing Vocals – 98°*, Stevie WonderProducer, Arranged By – Matthew WilderVocals [Featuring] – Stevie WonderWritten-By – David Zippel, Matthew Wilder	4:15
11	To Me You're Everything Producer, Performer [All Instruments] – BagWritten-By – Anders Bagge, Eduardo Del-Barrio*, Jocelyn Mathieux Guerdion*, Laila Bagge, Maurice White, Verdine White	4:09
12	The Hardest Thing Cello – Stephen Erdody*Keyboards – David FrankProducer [Additional] – 98°*Producer, Written-By – David Frank, Steve KipnerTrumpet – Dr. Roy	4:34
13	She's Out Of My Life Co-producer, Arranged By – Devon BiereProducer – 98°*Written-By – Tom Bahler	3:07

Companies, etc.

• Phonographic Copyright (p) – Motown Record Company, L.P.
• Copyright (c) – Motown Record Company, L.P.
• Manufactured By – Motown Record Company, L.P.
• Marketed By – Motown Record Company, L.P.

Credits

• A&R [A & R Production Coordinator] – Chad Gary
• A&R [A & R Project Coordinator] – Sal Guastella, Tonia Vanias
• Art Direction – David Harley, David Irvin
• Design – Jin Kul Kim
• Engineer [Assistant Mix] – Tom Bender (tracks: 3, 8)
• Engineer [Assistant Recording] – Adam D. Hatley* (tracks: 13), Alex Olsson (tracks: 11), Cathy Rich (tracks: 12), Chris Bailey (tracks: 5), Gary Winger (tracks: 3, 6), Greg Parker (tracks: 4), Mark Nevers (tracks: 13), Matt Marteinsson (tracks: 3, 6)
• Engineer [Mix] – Bill Whittington (tracks: 4), Bob Rosa (tracks: 11), Chris Theis (tracks: 5), Dane DeViller (tracks: 3), Mick Guzauski (tracks: 3, 6, 8, 13), Phil Kaffel (tracks: 10), Pras* (tracks: 5), Rich Travali (tracks: 2, 9), Sean Hosein (tracks: 3), Tom Bender (tracks: 1)
• Engineer [Pro Tooling] – Craig Waddell (tracks: 3, 6)
• Engineer [Recording] – Bag (tracks: 11), Bill Whittington (tracks: 4), Bob Rosa (tracks: 11), Chris Fogel (tracks: 10), Chris Theis (tracks: 5), Jason Goldstein (tracks: 2, 9), John Kelton (tracks: 13), Mikael Ifversen (tracks: 12), Paul Arnold (tracks: 12), Phil Kaffel (tracks: 10), Steve Igner (tracks: 1, 8), Steve Smith (tracks: 3, 6)
• Executive Producer – Bruce Carbone , Paris D'Jon , George Jackson
• Mastered By – Chris Gehringer
• Mixed By – Mick Guzauski (tracks: 1, 6, 12)
• Other [Sample Clearances] – Deborah Mannis-Gardner At DMG
• Photography By – Norman Jean Roy
• Producer [Vocals], Arranged By [Vocals] – 98°* (tracks: 2, 5, 9)

Notes

Track 2 contains samples from "Just A Touch Of Love" by Slave.
Track 5 contains samples from "Dancing Queen" as performed by ABBA.
Track 9 contains a sample from "Get Down On It" by Kool & The Gang.
Track 11 contains samples of "Fantasy" as performed by Earth, Wind & Fire.

(P)+(C) 1998 Motown Record Company, L.P., a PolyGram Company.
Barcode# 731453095625
In the booklet there are no extra artist credits given for track 7 (Because Of You).

Barcode and Other Identifiers

• Barcode: 7 31453 09562 5
• Mastering SID Code: IFPI L005
• Mould SID Code: IFPI 0360
• Matrix / Runout: 314 530 9562R2 02!

Other versions

Category	Artist	Title (Format)	Label	Category	Country	Year
542 038-2	98 Degrees	98° And Rising ‎(CD, Album + VCD)	Universal	542 038-2	Asia	1999
530 981-2	98°*	98° And Rising ‎(CD, Album)	Motown	530 981-2	Argentina	1998
530 981-2	98°*	98° And Rising ‎(CD, Album)	Motown	530 981-2	Europe	1998
542 121-2	98°*	98° And Rising ‎(CD, Album)	Motown	542 121-2	Europe	1998
157 130-2	98°*	98° And Rising ‎(2xCD, Album, Dlx, Ltd)	Motown	157 130-2	Australasia	1999