1	I'll Always Love You (But Don't Look Back)	3:51
2	Tell Me Do You Want My Love	5:23
3	So Good, So Right	6:56
4	In And Out Of Love Vibraphone – Orphy Robinson	5:22
5	Burnin' Up	4:41
6	Flashback	4:28
7	Body Talk	6:01

• Bass, Vocals – Ashley Ingram
• Design, Artwork – Chess Creative Services
• Drums, Percussion – Errol Kennedy
• Engineer – Tony Swain
• Engineer [Assistant] – Richard Lengyel
• Engineer [Cutting] – Tony Bridge
• Executive-producer – Eliot Cohen, Ellis Elias
• Executive-producer, Engineer – Morgan Khan
• Illustration – Terry Pastor
• Keyboards [Additional] – Tony Swain
• Lead Vocals, Keyboards, Liner Notes – Leee John
• Mixed By – Morgan Khan, Tony Swain
• Percussion [Additional] – Steve Jolley
• Photography By – John Ridley
• Producer, Arranged By – Steve Jolley & Tony Swain
• Written-By – Imagination, Steve Jolley & Tony Swain

• Bass, Vocals – Ashley Ingram
• Design, Artwork – Chess Creative Services
• Drums, Percussion – Errol Kennedy
• Engineer – Tony Swain
• Engineer [Assistant] – Richard Lengyel
• Engineer [Cutting] – Tony Bridge
• Executive-producer – Eliot Cohen, Ellis Elias
• Executive-producer, Engineer – Morgan Khan
• Illustration – Terry Pastor
• Keyboards [Additional] – Tony Swain
• Lead Vocals, Keyboards, Liner Notes – Leee John
• Mixed By – Morgan Khan, Tony Swain
• Percussion [Additional] – Steve Jolley
• Photography By – John Ridley
• Producer, Arranged By – Steve Jolley & Tony Swain
• Written-By – Imagination, Steve Jolley & Tony Swain

Recorded at Red Bus Studios, Summer 1981
℗ 1981. R & B Division Limited.

Track durations are not provided on the record.

• Published By – Red Bus Music (International) Ltd.
• Recorded At – Red Bus Studios
• Phonographic Copyright (p) – R & B Division Ltd.