No Ordinary World

1. "First We Take Manhattan" – 3:44 (Leonard Cohen)
2. "Different Roads" – 4:58 (Stephen Allen Davis, Steve DuBerry)
3. "My Father's Son" – 4:29 (Graham Lyle, Conner Reeves)
4. "While You See a Chance" – 3:51 (Will Jennings, Steve Winwood)
5. "She Believes in Me" – 4:44 (Bryan Adams, Eliot Kennedy)
6. "No Ordinary World" – 3:52 (Lars Anderson, Stephen Allen Davis)
7. "Where Would I Be Now" – 5:27 (Michael McDonald, Tony Joe White)
8. "Ain't Gonna Cry Again" – 4:06 (Peter Cox, Peter-John Vettese)
9. "Soul Rising" – 3:57 (Peter Cox, Graham Gouldman, Peter-John Vettese)
10. "Naked Without You" – 4:31 (Rick Nowels, Andrew Roachford, Billy Steinberg)
11. "Love to Lean On" – 4:17 (Steve Diamond, Wayne Kirkpatrick)
12. "On My Way Home" – 4:13 (Jean-Jacques Goldman, Michael Jones)
13. "Lie to Me" – 4:01 (J. McCabe, David Z)
14. "Love Made a Promise" – 5:03 (Paul Brady, Mark Nevin)

Tracks 13 & 14 available only on US edition of the album. In Europe both songs were only released as B-sides to different singles.

• Joe Cocker – vocals
• Spike Edney – synthesizers (1, 10)
• Chris Elliot – acoustic piano (1, 2), Rhodes electric piano (2), clavinet (3), Wurlitzer electric piano (3)
• John Savannah – Hammond organ (1–3, 7, 10), electric piano (2), acoustic piano (6)
• Jason Rebello – acoustic piano (3, 7, 10), clavinet (3), electric piano (7)
• Peter-John Vettese – keyboards (4, 8, 9), acoustic piano (4, 8, 9), Hammond organ (4, 8, 9), melodica (4, 9), programming (4, 8, 9)
• Mark Evans – additional programming (4)
• Peter Gordeno – keyboards (5, 11)
• C. J. Vanston – keyboards (5, 11), Rhodes electric piano (5), synth strings (5, 7), synth percussion (5), synth vibes (10), clavinet (11), Hammond organ (11)
• David Clayton – synthesizers (6)
• Jean-Jacques Goldman – keyboards (12), acoustic guitar (12), backing vocals (12)
• Tim Pierce – electric guitar (1, 3, 10)
• Steve McEwan – electric guitar (1, 3, 6, 7), acoustic guitar (2, 7)
• Steve Power – electric guitar (1)
• Melvin Duffy – pedal steel guitar (1, 6, 7)
• Billy Lang – electric guitar (2), acoustic guitar (6)
• Adam Seymour – electric guitar (2, 3, 10), acoustic guitar (10)
• Robbie McIntosh – guitars (4, 8, 9), electric guitar (6)
• Michael Thompson – guitars (5, 11)
• Patrice Tison – guitars (12)
• Dave Catlin-Birch – bass (1, 2, 7)
• Neil Stubenhaus – bass (1–3, 5, 10, 11)
• Neil Harland – bass (4, 9)
• Mark Smith – bass (6)
• Guy Delacroix – bass (12)
• Jeremy Stacey – drums (1–4, 6–10)
• John Robinson – drums (5, 11)
• Christopher Deschamps – drums (12)
• Andy Duncan – percussion (1, 2, 7, 10), drum programming (6)
• Chris Cameron – string arrangements (2, 6, 10)
• Richard Niles – string arrangements (4, 9)
• Gavyn Wright – string conductor (2, 6, 10)
• Mary Carewe – backing vocals (1–3, 6, 7, 10)
• Helen Hampton – backing vocals (1–3, 6, 7, 10)
• Katie Kissoon – backing vocals (1–3, 6, 7, 10)
• Bryan Adams – backing vocals (5)
• Natalie Jackson – backing vocals (5, 11)
• Mortonette Jenkins – backing vocals (5, 11)
• Marlena Jeter – backing vocals (5, 11)
• Tommy Blaize – backing vocals (8, 9)
• Lance Ellington – backing vocals (8, 9)
• Keith Murrell – backing vocals (8, 9)
• Michael Jones – backing vocals (12)
• Horn section on "My Father's Son":
  • Steve Sidwell – trumpet
  • Neil Sidwell – trombone
  • Chris White – tenor and baritone saxes

• Joe Cocker – executive producer
• Roger Davies – executive producer, management
• Steve Power – producer (1–3, 6, 7, 10, 13, 14)
• Peter-John Vettese – producer (4, 8, 9)
• Pete Smith – producer (5, 11)
• Jean-Jacques Goldman – producer (12)
• Norman Moore – art direction, design
• Greg Gorman – photography
• Craig Logan – management
• Ray Neapolitan – management
• Fran Peters – management
• Gillian Zali – management

Technical credits

• Matt Tait – engineer (1–3, 6, 7, 10, 13, 14)
• Andy Haller – overdub engineer (1–3, 10), engineer (5, 11)
• James Brumby – Pro Tools engineer (1–3, 6, 7, 10, 13, 14)
• Richard Flack – Pro Tools engineer (1–3, 6, 7, 10, 13, 14)
• Steve Power – mixing (1–3, 6, 7, 10, 13, 14)
• Mark Evans – engineer (4, 8, 9)
• Mike Bigwood – string recording (4, 9)
• Peter-John Vettese – mixing (4, 8, 9)
• Chris Potter – vocal recording for Bryan Adams (5)
• Pete Smith – mixing (5, 11)
• Andy Scott – engineer (12)
• Matt Lawrence – assistant engineer (1–4, 6, 7, 10)
• Andy Hasegawa – assistant overdub engineer (1–3, 10), assistant engineer (5, 11)
• Matt White – mix assistant (1–3, 6, 7, 10)
• Mike Beckett – vocal recording assistant (5)
• Antoine Gaillet – assistant engineer (12)