Butch Walker as... Glenn

All songs written by Butch Walker.

1. "The Band Takes the Stage" - 00:24
2. "Leater Weather (Mr. and Ms. Understanding)" - 3:31
3. "Roll Away (Like a Stone)" - 4:46
4. "Avalanche" - 3:35
5. "State-Line Fireworks (with Sue Clayton)" - 3:54
6. "Slow Leak" - 4:14
7. "Bar Fight" - 0:46
8. "Tell Me I'm Pretty (Bethamphetamine Pt 2)" - 3:20
9. "Holy Water Hangover" - 3:22
10. "Don't Let It Weigh Heavy on Your Heart (with Elizabeth Cook)" - 3:59
11. "The Negotiator" - 2:54
12. "The Band Plays an Encore" - 1:20
13. "Lean into Me" - 3:51

• Butch Walker - Lead vocals, backing vocals, piano, acoustic guitar, electric guitar, percussion
• Whynot Jansveld - Bass guitar
• Mark Strepro - Drums, percussion
• Aaron Embry - Piano, organ, synthesizer

• Morgan Kibby (as Sue Clayton) - Lead vocals on "State-Line Fireworks"
• Elizabeth Cook - Lead vocals on "Don't Let It Weigh Heavy on Your Heart", and backing vocals on "Roll Away (Like a Stone)" and Avalanche"
• The Watson Twins - Backing vocals on multiple tracks including "Leather Weather (Mr. and Ms. Understanding)", "Avalanche", and "State-Line Fireworks"
• Sadler Vaden - Electric guitar on multiple tracks including "Leather Weather (Mr. and Ms. Understanding)", "Avalanche", and "Tell Me I'm Pretty (Bethamphetamine Pt 2)"
• Aaron Lee Tasjan - Lead guitar on "Roll Away (Like a Stone)"
• Wade Sapp - Backing vocals on "Roll Away (Like a Stone)" and "Avalanche"
• Ariel Posen - Slide guitar on "Don't Let It Weigh Heavy on Your Heart"
• Christopher Wray - Pedal steel guitar on "The Negotiator"