It Always Will Be

All songs written by Willie Nelson, except where noted.

1. "It Always Will Be" – 4:11
2. "Picture in a Frame" (Tom Waits, Kathleen Brennan) – 3:39
3. "The Way You See Me" (Rusty Adams, Jimmy Day) – 4:21
4. "Be That As It May" (Paula Nelson) (Duet with Paula Nelson) – 3:29
5. "You Were It" – 4:28
6. "Big Booty" (Sonny Throckmorton)– 3:03
7. "I Didn't Come Here (And I Ain't Leavin')" (Scotty Emerick, Michael Smotherman) – 3:10
8. "My Broken Heart Belongs to You" (David Anderson, Willie Nelson) – 2:26
9. "Dreams Come True" (J.C. Hopkins) (Duet with Norah Jones)– 4:35
10. "Over Time" (Lucinda Williams) (Duet with Lucinda Williams) – 3:45
11. "Tired" (Chuck Cannon, Toby Keith) – 4:19
12. "Love's the One and Only Thing" (Scotty Emerick, Dave Loggins) – 3:34
13. "Texas" – 3:55
14. "Midnight Rider" (Gregg Allman, Richard Payne) (Duet with Toby Keith) – 3:00

• Willie Nelson - guitar, acoustic guitar, vocals
• Eddie Bayers - drums
• Dan Dugmore - pedal steel
• Chris Dunn - horn
• Scotty Emerick - acoustic guitar
• Shannon Forrest - drums
• Paul Franklin - pedal steel
• Kenny Greenberg - electric guitar
• Wes Hightower - vocals
• Jim Horn - horn
• Clayton Ivey - piano, keyboards
• Amy James - vocals
• Sam Levine - horn
• Liana Manis - vocals
• Brent Mason - electric guitar
• Steve Nathan - piano, keyboards
• Steve Patrick - horn
• Mickey Raphael - harmonica
• Michael Rhodes - bass guitar
• Matt Rollings - piano, keyboards
• Biff Watson - acoustic guitar
• Glenn Worf - bass guitar