1 Baby Please Don't Leave Me Today 2:12
2 Can't Sit And Watch Little Susie Laugh
Electric Guitar – Mac Gayden
3:25
3 John King's Fair
Bass – Jim Colvard*
2:50
4 Belle
Vocals – Bob Dudek
1:41
5 An Overnight Guest 3:32
6 Nobody's Here To Help Me Cry 2:47
7 And When She Smiles 2:28
8 Paint And Powder Ladies No. 2
Electric Guitar – Mac Gayden
1:50
9 Fantasy Child 2:32
10 My Baby Left Me
Vocals – Bob Dudek
Written-By – Arthur Crudup*
2:05
11 Don't Ask Me How Or Why 3:25
12 Mare, Take Me Home 3:26
Bonus Tracks
13 C'mon If You're Comin'
Written-By – Brownie McGhee, Sonny Terry*
2:21
14 Ain't No Woman Finer Lookin' 3:19
15 Goin' On Back To Indiana 2:57

Bass – Al Lepak, Jr.*
Co-producer [Associate Producer] – David Wilkes, Jack Lothrop
Design – Jules Halfant
Drums – Bob Dudek
Engineer – Ed Friedner, Jerry Bradley
Mixed By – Jack Lothrop
Organ, Resonator Guitar [Dobro], Harmonica, Vibraphone [Vibes] – Charlie McCoy
Percussion – Martin Yakaitis
Photography By – Joel Brodsky
Piano – David Briggs (2)
Producer – Maynard Solomon
Steel Guitar – Weldon Myrick
Vocals, Lead Guitar, Rhythm Guitar – Al Anderson (2)
Written-By – Alan C. Anderson*