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01 PARTY PEOPLE (FEATURING T.I.) 02 HYPNOTIZE U 03 HELP ME 04 VICTORY 05 PERFECT DEFECT 06 I’VE SEEN THE LIGHT

(INTERLUDE) INSIDE OF CLOUDS 07 GOD BLESS US ALL 08 LIFE AS A FISH 09 NOTHING ON YOU 10 HOT-N-FUN (FEATURING NELLY FURTADO)

11 IT’S IN THE AIR 12 SACRED TEMPLE 13 I WANNA JAM 14 THE MAN

01 PARTY PEOPLE (featuring T.I.) (P. WILLIAMS, C. HUGO, C. HARRIS JR)Published by More Water from Nazareth Publishing/EMI-April Mu-sic, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI), Crown Club Publishing/Warner Chappell Music (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Trumpet by Jason Carder.Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green. T.I. appears courtesy of Grand Hustle/Atlantic Recording Corporation.

02 HYPNOTIZE U(T. BANGALTER, G. M. DE HOMEM-CHRISTO, P. WILLIAMS)Published by Imagem for the world except France (BMI), Daft Music for France (SACEM), More Water from Nazareth PublishingEMI-April Music, Inc. (ASCAP). Produced by Daft Punk for Daft Arts Inc. Recorded by Geoff Foster at Air Studios, London, UK. Assisted by Tom Bailey. Additional recording by Daniel Lerner at Henson Studio, Hollywood, CA. All instruments arranged and performed by Thomas Bangalter and Guy-Manuel de Homem-Christo. Mixed by Alan Meyerson at Studio M at Remote Control Productions, Santa Monica, CA. Assisted by Satoshi Noguchi and Lori Castro.

03 HELP ME(P. WILLIAMS, C. HUGO, J. IOVINE)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI), Jimmy Iovine Publishing Designee. Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Trumpet by Jason Carder. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

04 VICTORY(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Acoustic guitar by Andrew Coleman. Background vocals by Rhea Dummett. Mixed by Mark Spike Stent at The Mix Suite, London, U.K. Assisted by Matty Green.

05 PERFECT DEFECT(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo.Trumpet by Jason Carder. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

06 I’VE SEEN THE LIGHT(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Additional vocals by Rhea Dummett. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

(INTERLUDE) INSIDE OF CLOUDS (P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Cole-man and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrange-ment by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Trumpet by Jason Carder. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

07 GOD BLESS US ALL(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Trumpet by Jason Carder. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

08 LIFE AS A FISH(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Additional vocals by Rhea Dummett. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

09 NOTHING ON YOU (P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL, Midnight Blue Studios, Miami, FL and Les Studios de la Seine, Paris, France. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

10 HOT-N-FUN (featuring Nelly Furtado)(P. WILLIAMS) Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP). Produced by The Neptunes. Recorded by Andrew Coleman, Mike Larson and Demacio “Demo” Castellon at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Mixed by Mark Spike Stent at The Mix Suite, London, U.K. Assisted by Matty Green. Nelly Furtado appears courtesy of Geffen Records.

11 IT’S IN THE AIR(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Cole-man and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrange-ment by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Trumpet by Jason Carder. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

12 SACRED TEMPLE(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL, Midnight Blue Studios, Miami, FL and Les Studios de la Seine, Paris, France. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman. Background vocals by Rhea Dummett.Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

13 I WANNA JAM (P. WILLIAMS, S. HALEY)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Hailstorm Music (ASCAP). Produced by The Neptunes. Recorded by Andrew Coleman at South Beach Studios, Miami, FL. Assisted by Hart Gunther and PJ McGinnis. Digital editing and arrangement by Andrew Coleman. Guitars by Brent Paschke. Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

14 THE MAN(P. WILLIAMS, C. HUGO)Published by More Water from Nazareth Publishing/EMI-April Music, Inc. (ASCAP), Raynchaser Publishing/BMG Music, Inc. (BMI). Produced by The Neptunes. Recorded by Andrew Coleman and Mike Larson at South Beach Studios, Miami, FL and Midnight Blue Studios, Miami, FL. Assisted by Hart Gunther, PJ McGinnis and Guillermo Lefeld. Digital editing and arrangement by Andrew Coleman and Mike Larson. Saxophone by Chad Hugo. Additional vocals by The Muffin Girls (Kathleen Molinano, Justine Rosen, Amy Holm and Rachel Hyman). Mixed by Mark Spike Stent at The Mix Suite, Los Angeles, CA. Assisted by Matty Green.

Mastered by: Brian Gardner at Bernie GrundmanMastering, Hollywood, CA.

PHARRELL’S THANK YOUS To the most high, to my family, to my friends & to all of our fans, through all of the years. Thank you so much. The search has been amazing. Finally, I have made a discovery...

SHAE’S THANK YOUS I wanna thank the angels that velcro themselves to my shoulders.

CHAD’S THANK YOUSYaneley Arty, Joanne Cha, Nandi Smythe, Rob Walker, Jay “Ice Pick” Jackson, Loic Villepontoux, Phillip Leeds, Amanda Silver-man, Kate Rosen, Beau Benton, Roberto Fantauzzi, Andrew Coleman, Danny Betancourt, Bollmans, Danny Zook, Fam-Lay, Sean Sturge, Guy Pavelo, Bill Reeves, Darrell Robinson, Mike Reid, Dwayne Moore, Ray Holloman, Noel Terrell, Seaside Shawn, Selby, Edwin, Allison M., Charley A., Jamie, Brad & Clay Garden, Joe Fu, Dan V., J. Rodman, Noah Larmz, Bee, Qbert, Dissko, Chuck DiLazrteck, Mary Lou & Jack Portney, Company Flow, Nigo, Toby, Sorianos, Espitias, B. Zentz, DJ Law, R. Lomibao, Bill Pease, Kenna Zemedkun, G. Heffner, Yugi, J. Rayford, Jus Ske, J. Gass, G. Placds, B. Stokes and fam, Rob Stone, Dr. Rob C., D. Swierdsol, Ron V. & fam, NPIS, Rachel, Blake G., Gheneas, Stella, Whiskey, South Beach Studios, Joe Galdo, Hart Gunther, Mike Larson, Niko A., Kevin Lamb, Brent Paschke, Dave, M. Krusiek, E. Ward, Will, Rash-eed Muhammad, Archie, Mimi, Ka, Stein have Sang , G. Lewis, R. Estaris, Janina, Paul Hunter, Mansions on the Moon, Kenny Edness, Local 47, 125, Robin, Donald, Feliciano Obis, and Toni. Anybody left out I’ll have to write a song about you.

CREDITSProduced by The Neptunes Executive Producers: Pharrell Williams and Jimmy Iovine Management: Yaneley Arty A&R: Martin Kierszenbaum A&R Coordinators: Nandi Smythe, Joanne Cha, Charlene Lyu and Dave Rene Publicist: Amanda SilvermanA&R Administration: Alicia Graham North America Booking Agent: Cara Lewis International Booking Agent: John Giddings Legal Representation: Steve Shapiro Marketing: Dyana Kass Interscope Business Affairs: Tracy Kies Creative: Ianthe Zevos, Stephanie Hsu and Dalya Taman Photography: Terry Richardson Art Direction & Design: Adam Larson Band illustrations based on photography by MeenoProduction Supervisor: Cliff Feiman

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