- So Close, So Far 9:50
- Run Lisette 10:29
- Farewell to Shadowlands 7:30
- Longer 9:51
- Behind the Great Beyond 20:27
- Fred Schendel – Hammond Organ, Mellotron, Mini-moog, Synthesizers, Keyboards, Acoustic Guitar, Electric Guitar, Slide Guitar, Auto Harp, Recorders, Drums, and Backing Vocals
- Steve Babb – Bass Guitar, Keyboards, Mellotron, Assorted Analogue Synthesizers, and Backing Vocals
- Susie Bogdanowicz – Vocals
- Walter Moore – Vocals
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