Produced by Blake Mills
Sara Watkins, lead vocal and strings
Sean Watkins, harmony vocal and guitar
Blake Mills, harmony vocal and all other instruments
Fiona Apple, vocal on "You're the One I Love" and additional harmony vocal on "Take Up Your Spade"
Jackson Brown, additional harmony vocal on "You and Me," "I'm a Memory" and "Take Up Your Spade"
Taylor Goldsmith, from the band Dawes, additional harmony vocal on "I'm a Memory"
1. The Foothills
2. You and Me
3. You're the One I Love (feat. Fiona Apple)
4. When It Pleases You
5. Be There
6. I'm a Memory
8. The Ward Acord
9. Lock and Key
10. Take Up Your Spade