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1	Free Mixed By – Gimel "Young Guru" KeatonPerformer [Sample Of "Freeway Song"] – Vicki Sue RobinsonProducer – Just BlazeRecorded By – Carlisle Young, Gimel "Young Guru" KeatonWritten-By – J. Melotti*, J. Smith*, L. Pridgen*, V. Robinson*	3:24
2	What We Do... Featuring – Beanie Sigel, Jay-ZPerformer [Sample From "I Just Can't See Myself Without You"] – Creative SourceProducer – Just BlazeRecorded By, Mixed By – Gimel "Young Guru" KeatonWritten-By – D. Grant*, J. Smith*, L. Pridgen*, S. Carter*, S. Scarborough*	3:49
3	All My Life Featuring – Nate DoggMixed By – Brian StanleyPerformer [Sample Of "I Want To Go Back"] – The ImpressionsProducer – Bink!Recorded By – Brian Stanley, Carlisle Young, Doug WilsonWritten-By – B. Krass*, C. Mayfield*, L. Pridgen*, N. Hale*, R. Harrell*	5:30
4	Flipside Featuring – Peedi CrakkMixed By – Gimel "Young Guru" KeatonProducer – Just BlazeRecorded By – Carlisle Young, Gimel "Young Guru" KeatonWritten-By – J. Smith*, L. Pridgen*, P. Zayas*	3:56
5	On My Own Featuring – NellyMixed By – Gimel "Young Guru" KeatonProducer – Just BlazeRecorded By – Carlisle Young, Gimel "Young Guru" KeatonWritten-By – J. Smith*, L. Pridgen*, Nelly	4:09
6	We Get Around Featuring – Snoop DoggMixed By – Doug WilsonProducer – Just BlazeRecorded By – Doug Wilson, Shane "Bermuda" WoodleyWritten-By – C. Broadus*, J. Smith*, L. Pridgen*	3:56
7	Don't Cross The Line Featuring – Faith EvansMixed By – Gimel "Young Guru" KeatonPerformer [Sample Of "To Get Love You Must Give Love"] – Ultimate Music ExperienceProducer – Just BlazeRecorded By – Gimel "Young Guru" Keaton, Shane "Bermuda" WoodleyWritten-By – B. Eli*, J. Smith*, L. Pridgen*, V. Barrett*	4:02
8	Life Co-producer, Guitar, Bass – E-BassFeaturing – Beanie SigelMixed By – Pat VialaProducer – RuggednessRecorded By – Gimel "Young Guru" KeatonVocals [Additional] – M.A.J. Written-By – D. Grant*, E. Money*, L. Pridgen*, M. Carter*	4:32
9	Full Effect Featuring – Young GunzMixed By – Gimel "Young Guru" KeatonProducer – Just BlazeRecorded By – Carlisle Young, Shane "Bermuda" WoodleyWritten-By – C. Ries*, H. Mohammad, J. Smith*, L. Pridgen*	4:50
10	Turn Out The Lights (Freewest) Mixed By – Manny MarroquinProducer – Kanye WestRecorded By – Rabeka Tunei, Shane "Bermuda" WoodleyWritten-By – K. West*, L. Pridgen*	3:58
11	Victim Of The Ghetto Featuring – RellMixed By – Doug WilsonPerformer [Sample Of "We Belong Together"] – The Spinners*Producer – Bink!Recorded By – Doug Wilson, Gimel "Young Guru" KeatonWritten-By – L. Pridgen*, R. Harrell*, Y. Davis*	5:12
12	You Don't Know (In The Ghetto) Featuring – Sparks Mixed By – Gimel "Young Guru" KeatonPerformer [Sample Of "Inside My Love"] – Minnie Ripperton*Producer – Black KeyRecorded By – Carlisle Young, Shane "Bermuda" WoodleyVocals [Additional] – Alaine LaughtonWritten-By – L. Ware*, L. Pridgen*, M. Davis*, M. Ripperton*, R. Rudolph*	4:13
13	Alright Featuring – Allen AnthonyMixed By – Gimel "Young Guru" KeatonProducer – Just BlazeProducer [Additional Production] – Gee RobersonRecorded By – Shane "Bermuda" WoodleyWritten-By – A. Anthony*, J. Smith*, L. Pridgen*, R. Foster*	5:23
14	Hear The Song Mixed By – Manny MarroquinProducer – Kanye WestRecorded By – Carlisle Young, Rabeka Tunei, Shane "Bermuda" WoodleyVocals [Additional] – Torrey ToraeWritten-By – K. West*, L. Pridgen*	3:35
Bonus Tracks
15	You Got Me Backing Vocals – Mariah CareyEngineer – Dana Jon Chappelle, Paul GregoryEngineer [Assistant] – Colin Miller, Dave Perini, Giulio Antognini, Manuel FarolfiFeaturing – Jay-Z, Mariah CareyInstruments – Just BlazeMixed By – Ken LewisProducer – Just Blaze, Mariah CareyRap – Jay-ZWritten-By – J. Smith*, L. Pridgen*, M. Carey*, S. Carter*	5:12
16	Line 'Em Up Featuring – Young ChrisProducer – Just BlazeRecorded By, Mixed By – Gimel "Young Guru" KeatonWritten-By – C. Ries*, J. Smith*, L. Pridgen*	4:46

Companies, etc.

• Phonographic Copyright (p) – Roc-A-Fella Records, LLC
• Copyright (c) – Roc-A-Fella Records, LLC
• Record Company – UMG Recordings, Inc.
• Licensed To – Mercury Records
• Marketed By – Barclay S.A.
• Distributed By – Barclay S.A.
• Made By – Universal M & L, Germany – 51357091
• Produced For – F.O.B. Entertainment
• Produced For – N.Q.C. Management
• Produced For – Roc The World
• Recorded At – Baseline Studios
• Recorded At – Quad Recording Studios
• Mixed At – Quad Recording Studios
• Published By – Print Music Co., Inc.
• Mixed At – Right Track Recording
• Published By – Unichappell Music, Inc.
• Published By – Alexander Music
• Licensed From – Universal Music Enterprises
• Produced For – One Shot Deal Inc.
• Produced For – Loreal Inc.
• Recorded At – Circle House Studios
• Recorded At – Sound On Sound, New York
• Mixed At – Sound On Sound, New York
• Published By – Chi Sound Music
• Published By – Warner-Tamerlane Publishing Corp.
• Produced For – PB Productions
• Produced For – E-Bass Musik
• Published By – Three Wise Boys Music LLC
• Published By – Embassy Music Corp.
• Mixed At – Battery Studios, New York
• Produced For – Konman Productions
• Recorded At – Larrabee North
• Mixed At – Larrabee North
• Licensed From – Atlantic Recording Corporation
• Produced For – Black Key Productions, Inc.
• Mixed At – Sony Music Studios, New York City
• Published By – Jobete Music Co., Inc.
• Published By – Dickiebird Music
• Licensed From – Capitol Records
• Published By – EMI Unart Catalog Inc.
• Produced For – MonarC Entertainment
• Engineered At – Capri Digital Studios
• Engineered At – Right Track Recording
• Engineered At – Studio Atlantis
• Mixed At – Studio Atlantis
• Mastered At – Masterdisk

Credits

• A&R – Gary "Bigface" Bien-Aime*, Lenny S.*, Ramses Francois
• A&R [A&R Direction] – Kyambo "Hip Hop" Joshua*
• A&R [Joint Venture A&R Direction] – Darcell Lawrence
• Administrator [A&R Administration] – Patrick "Plain Pat" Reynolds*
• Administrator [Recording Administration] – Terese Joseph
• Art Direction, Design, Cover [Cover Montage] – Tia Johnson
• Executive-Producer – Damon Dash, Kareem "Biggs" Burke*, Shawn Carter
• Management – Erving Wonder Management
• Management [Business Affairs] – Antoinette Trotman, Ian Allen , Randy McMillan
• Mastered By – Tony Dawsey
• Other [Styling] – Monica Morrow
• Photography By – Jonathan Mannion
• Product Manager [Marketing] – Andrea Duncan, Emmanuelle Cuny-Panicker

Notes

Track 1
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC for Loreal, Inc. (Gimel "Young Guru" Keaton) and at Quad Recording, NYC for Blessed One Entertainment (Carlisle Young)
Mixed at Quad Recording, NYC for Loreal, Inc.
Contains a sample of "Freeway Song", written by J. Melotti and V: Robinson and published by Print Music Co., Inc. (ASCAP). Performed by Viky Sue Robinson. Used courtesy of RCA Records

Track 2
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Right Track Recording, NYC for Loreal, Inc.
Jay-Z appears courtesy of Roc-A-Fella Records
Beanie Sigel appears courtesy of Roc-A-Fella Records
Contains a sample from "I Just Can't See Myself Without You", written by S. Scarborough, used courtesy of Unichappell Music, Inc./Alexander Music (BMI). Performed by Creative Source. Used under license from Universal Music Enterprises, a division of UMG Recordings, Inc.

Track 3
BMI/SESAC
Produced for One Shot Deal Inc./Loreal Inc.
Recorded at Circle House Studios, Miami, FL for Loreal, Inc. (Doug Wilson); Sound on Sound, NYC for Team B/Loreal, Inc. (Brian Stanley) and at Quad Recording, NYC for Blessed One Entertainment (Carlisle Young)
Mixed at Sound on Sound, NYC for Team B/Loreal, Inc.
Nate Dogg appears courtesy of Elektra Records
Contains a sample of "I Want To Go Back" (aka "Man Oh Man") written by Curtis Mayfield and Ben Krass, published by Chi-Sound Music (BMI). All rights on behalf of Chi-Sound Music (BMI) administered by Warner-Tamerlane Publishing Corp. (BMI). Performed by The Impressions. Used under license from Universal Music Enterprises, a division of UMG Recordings, Inc.

Track 4
BMI/ASCAP/Copyright Control
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC and Sound on Sound, NYC for Loreal, Inc. (Gimel "Young Guru" Keaton) and at Quad Recording, NYC for Blessed One Entertainment (Carlisle Young)
Mixed at Sound on Sound, NYC for Loreal, Inc.

Track 5
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC for Loreal, Inc. (Gimel "Young Guru" Keaton) and at Quad Recording, NYC for Blessed One Entertainment (Carlisle Young)
Mixed at Sound on Sound, NYC for Loreal, Inc.
Nelly appears courtesy of Universal Records

Track 6
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC for Blessed One Entertainment
Mixed at Sound on Sound, NYC and Quad Recording, NYC for Loreal, Inc.
Snoop Dogg appears courtesy of Priority Records

Track 7
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline Studios, NYC for Loreal, Inc. (Gimel "Young Guru" Keaton) and for Blessed One Entertainment (Shane "Bermuda" Woodley)
Mixed at Quad Recording, NYC for Loreal, Inc.
Faith Evans appears courtesy of Arista/Bad Boy Records
Contains a sample of "To Get Love You Must Give Love", written by V. Barrett and B. Eli, used courtesy of Warner-Tamerlane Publishing Corp. (BMI). Performed by Ultimate Music Experience

Track 8
BMI/ASCAP
Produced for PB Productions
Co-produced / guitar and bass played for E-Bass Musik/N.Q.C. Management
Recorded at Baseline Studios, NYC for Loreal, Inc.
Mixed at Sound on Sound, NYC for Pat 'Em Down, Inc./Loreal, Inc.
Beanie Sigel appears courtesy of Roc-A-Fella Records
Contains an interpolation of "Life For The Taking" written by Eddie Money, used courtesy of Tree Wise Boys Music LLC/Embassy Music Corp. (BMI)

Track 9
BMI/ASCAP/Copyright Control
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded for Blessed One Entertainment at Baseline Studios, NYC (Shane "Bermuda" Woodley) and at Quad Recording, NYC (Carlisle Young)
Mixed at Battery Studios, NYC for Loreal, Inc.

Track 10
BMI/ASCAP
Produced for Konman Productions/Roc The World
Recorded at Baseline Studios, NYC for Blessed One Entertainment (Shane "Bermuda" Woodley) and at Larrabee Sound North, Los Angeles, CA (Rabeka Tunei)
Mixed at Larrabee Sound North, Los Angeles, CA

Track 11
BMI/SESAC
Produced for One Shot Deal Inc./Loreal Inc.
Recorded for Loreal, Inc. at Baseline Studios, NYC (Gimel "Young Guru" Keaton) and at Sound on Sound, NYC (Doug Wilson)
Mixed at Sound on Sound, NYC for Loreal, Inc.
Contains a sample of "We Belong Together", written by Y. Davis, used courtesy of Warner-Tamerlane Publishing Corp. (BMI). Performed by The Spinners. Produced under license from Atlantic Recording Corp. by arrangement with Warner Special Products

Track 12
BMI/ASCAP
Produced for Black Key Productions, Inc.
Recorded for Blessed One Entertainment at Baseline Studios, NYC (Shane "Bermuda" Woodley) and at Quad Recording, NYC (Carlisle Young)
Mixed at Sony Music Studios, NYC for Loreal, Inc.
Sparks appears courtesy of Roc-A-Fella Records
Contains a sample of "Inside My Love", written by M. Ripperton, R. Rudolph and L. Ware, published by Jobete Music Co., Inc. (ASCAP)/Dickiebird Music/Embassy Music Corp. (BMI). Performed by Minnie Ripperton. Used under license from Capitol Records

Track 13
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded at Baseline, NYC
Mixed at Quad Recording, NYC for Loreal, Inc.
Contains an interpolation of "Mystic Brew" written by R. Foster, published by EMI Unart Catalog, Inc. (BMI)

Track 14
BMI/ASCAP
Produced for Konman Productions/Roc The World
Recorded at Baseline Studios, NYC for Blessed One Entertainment (Shane "Bermuda" Woodley); Larrabee Sound North, Los Angeles, CA (Rabeka Tunei) and at Quad Studios, NYC for Blessed One Entertainment (Carlisle Young)
Mixed at Larrabee Sound North, Los Angeles, CA

Track 15
BMI/ASCAP
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World (Just Blaze) and for MonarC Entertainment (Mariah Carey)
Assistant engineers: Manuel Farolfi, Giulio Antognini – Capri Studio, Capri, Italy/Dave Perini – Right Track Studios, NYC/Colin Miller – Studio Atlantis, CA
Mixed for N.Q.C. Management at Studio Atlantis, CA
Mariah Carey appears courtesy of MonarC / Island Records
Jay-Z appears courtesy of Roc-A-Fella Records, LLC

Track 16
BMI/ASCAP/Copyright Control
Produced for F.O.B. Entertainment/N.Q.C. Management/Roc The World
Recorded for Loreal, Inc. at Baseline Studios, NYC
Mixed at Battery Studios, NYC for Loreal, Inc.

Mastered at Masterdisk, NYC

Styling for Epiphany Entertainment

℗ 2003 Roc-A-Fella Records, LLC. © 2003 Roc-A-Fella Records, LLC, a division of UMG Recordings, Inc.
Roc-A-Fella is exclusively licensed to Mercury Records worldwide, excluding France. Marketed and distributed in France by Barclay S.A.
Made in the EU.

Barcode and Other Identifiers

• Barcode (Text): 7 31458 69202 7
• Barcode (String): 731458692027
• Label Code: LC 08427
• Rights Society: BIEM/MCPS
• Matrix / Runout (Variant 1 & 2): 07314 586 920-2 01 + 51357091
• Matrix / Runout (Moulded, variant 1 & 2): MADE IN GERMANY BY UNIVERSAL M & L A
• Mastering SID Code (Variant 1 & 2): IFPI L002
• Mould SID Code (Variant 1): IFPI 0132
• Mould SID Code (Variant 2): IFPI 0119

Other versions

Category	Artist	Title (Format)	Label	Category	Country	Year
314 586 920-2	Freeway	Philadelphia Freeway ‎(CD, Album)	Roc-A-Fella Records	314 586 920-2	US	2003
314 586 920-4	Freeway	Philadelphia Freeway ‎(Cass, Album)	Roc-A-Fella Records	314 586 920-4	US	2003
UICD-6066	Freeway	Philadelphia Freeway ‎(CD, Album)	Roc-A-Fella Records	UICD-6066	Japan	2003
FREEWAYDJ1	Freeway	Philadelphia Freeway - DJ Album Sampler ‎(12", Album, Smplr)	Roc-a-Fella Records	FREEWAYDJ1	Europe	2003
none	Freeway	Philadelphia Freeway ‎(CDr, Album, Promo)	Roc-A-Fella Records	none	Europe	2003