Paul Weller - guitars, vocals
Yolanda Charles - bass Steve Winwood - Hammond organ Mick Talbot - keyboards Carleen Anderson - background vocals Steve Cradock - guitar, background vocals Helen Turner - keyboards Brendan Lynch - Moog synthesizer, accordion, percussion Paul Cradock - background vocals Dr. Robert - bass, background vocals Joy Hawley - cello Constantine Wier - vocals David Liddle - slide guitar Mark Nelson - bass Steve White - drums, percussion
Noel Gallagher - acoustic guitar

SIDE A
1. The Changingman
2. Porcelain Gods
3. I Walk On Gilded Splinters
4. You Do Something To Me
5. Woodcutter's Son
6. Time Passes
SIDE B
7. Stanley Road
8. Broken Stones
9. Out Of The Sinking
10. Pink On White Walls
11. Whirlpools' End
12. Wings Of Speed