1. If I'm Late (feat. Joseph Arthur)

(Gerry Goffin, Carole King)  Screen Gems-EMI Music Inc.

(BMI) © Sony/ATV Music Publishing LLC

Oh, baby, if I’m late
Say you’re gonna wait for me
Cause you know darlin’ you are the one
You’re the one I really want to see
You didn’t want to be no busy man
And you never knew how to make no plans
Oh, baby, if I’m late
Say you’re gonna wait for me

You look like a man climbin’ up the side of a mountain
You’re just waitin’ for a chance to rest a while
Days go by faster than you can count ‘em
And it’s so cold up there,
And I’m so far away from your smile

Oh, baby, if I’m late
Say you’re gonna wait for me
Cause you know darlin’ you are the one
You’re the one I really want to see
And if I coulda got it straight inside
I seem to be a little too preoccupied
Oh, baby, if I’m late
Say you’re gonna wait for me

I dreamed I saw you standin’ by your doorway
Your arms reached out and somehow I couldn’t get close to you
I tried to move faster but I wasn’t movin’ your way
But that was just a dream

It don’t really have to come true

Oh, baby, if I’m late
Say you’re gonna wait for me
Oh, baby, if I’m late
Say you’re gonna wait for me

If I’m late, say you’re gonna wait
If I’m late, say you’re gonna wait for me

2.  It’s Not The Spotlight

(Gerry Goffin, Barry Goldberg)

Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

If I ever feel the light again shinin' down on me
I don't have to tell you, how welcome it will be
I felt the light before, but I let it slip away
But I still keep on believin' that it'll come back some day

Chorus:
It's not the spotlight, it's not the cam'ra light
It's not the street light, on some ol’ street of dreams
It ain't the moonlight, not even the sunlight
But I've seen it shinin' in your eyes, an' you know what I mean

Some times, I try to tell myself, the light was never real
Just a fantasy that used to be, the way I used to feel
But you and I know better, even though it's been so long
If you recall your recollections well, you'll never tell me I’m wrong

Chorus:
It's not the spotlight, it's not the cam'ra light
It's not the street light, on some ol’ street of dreams
It ain't the moonlight, not even the sunlight
But I've seen it shinin' in your eyes, an' you know what I mean

If I ever feel the light again y’know things will have to change
Names and faces, homes and places, will have to be rearranged You can help it come about, if you’re ever so inclined
Ain’t no rhyme or reason why, anyone can’t change their mind

Chorus:
It's not the spotlight, it's not the cam'ra light
It's not the street light, on some ol’ street of dreams
It ain't the moonlight, not even the sunlight
But I've seen it shinin' in your eyes, an' you know what I mean

3.  Archives

(Louise Goffin)

Eliden Songs, ASCAP

Old friends waving from a passenger train
Oh boy, familiar to me in impossible ways
A new day, a picture in my hand of who I used to be

Chorus:
Living in a world of archives
It’s not real
Memories ruling our lives
If I go to sleep, please wake me soon Waiting for the bird of empathy
Diving through, out of an old mythology

Stay calm
I’m gonna write a happy ending
Oh boy, what’s it gonna take to change your mind Breathe deep, you’ll own yours and I’ll own mine

Living in a world of archives
It’s not real
Memories ruling our lives
If I go to sleep, please wake me soon Waiting for the bird of empathy Rising through

Deep within your smile I see all I want to see

Bridge:
I don’t wanna be stuck here
I don’t wanna live a shadow of a life
So when I’m scared, please bring me down To earth and ground

Living in a world of archives
It’s not real
Memories ruling our lives
If I go to sleep, please wake me soon Waiting for the bird of empathy

And I need you
Time to write our own mythology
A better view, free to be who we were born to be

Free to say goodbye to all of these Pictures of a story told between Old friends
Waving from a passenger train

4.  (You Make Me Feel Like) A Natural Woman

(Gerry Goffin, Carole King, Jerry Wexler)

Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

Looking out on the morning rain
I used to feel so uninspired
And when I knew I had to face another day Lord, it made me feel so tired

Before the day I met you, life was so unkind Your the key to my peace of mind

'Cause you make me feel, You make me feel,
You make me feel like
A natural woman

When my soul was in the lost and found
You came along to claim it
I didn't know just what was wrong with me
‘Till your kiss helped me name it
Now I'm no longer doubtful, of what I'm living for If I make you happy I don't need to do more

'Cause you make me feel, You make me feel,
You make me feel like
A natural woman

Oh, baby, what you done to me (what you done to me) You make me feel so good inside (so good inside) And I just want to be (want to be)
Close to you, you make me feel so alive

'Cause you make me feel, You make me feel,

You make me feel like A natural woman

5.  Main Street Parade

(Louise Goffin, Lynda Kay Parker, Dustin Welch)

Eliden Songs ASCAP, Lynda Kay Publishing ASCAP, Super Rooster Music SESAC - admin by 26F RPM, Inc.

vs. 1
big balloons soaring high all floating down the lane what to do? I lost you in your main street parade the streamers stream
the people scream and the children smile and wave its not complicated

Chorus:
I donʼt need a big production all I want is your sweet loving

vs. 2
another night of fireworks exploding in your sky
slight of hand, Iʼm looking up instead of in your eyes its not complicated

Chorus:
cause I donʼt need a big production
all I want is your sweet loving
canʼt stop the crowd pushing and shoving all I want is your sweet loving

Bridge
we learn to forgive when we make mistakes sometimes we give, sometimes we take
but every morning when I wake I see...

big balloons soaring high all floating down the lane what to do? I lost you in your main street parade you make it complicated

Chorus:
cause I donʼt need a big production
all I want is your sweet loving
canʼt stop the crowd pushing and shoving all I want is your sweet loving

what to do?
I lost you in your main street parade.

6.  Fifth of July

(Louise Goffin, Reid Savage)

South of Venus Music ASCAP, WB MUSIC CORP - ASCAP

On the fifth of July
There were broken cartons everywhere Out on the beaches
Something was stirring in the air
Well I can still remember
All the anthems we did sing
On the fifth of July
Well it all seems like a dream to me now Everybody was staring up to the sky

Walking through the ruins Confetti and cherry bomb pies Maybe we lost our innocence Maybe the smoke got in our eyes

And I wonder where have you gone? On this fifth of July

You want to know
Am I coming home?
Can I forget my loveless pride?
I had my fireworks
With you a spark still there inside

And I wonder where have you gone? Under flares and bright torches
I keep holding on

I fell asleep beneath the auburn sky And dreamt I crossed the Delaware But when I reached the other side
I lost what I thought was standing there

On the fifth of July
It should’ve been a day of independence

Now I wonder where you’ve gone On the fifth of July
On the fifth of July

7.  Take A Giant Step (feat. Jakob Dylan)

(Gerry Goffin, Carole King)

Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

Though you've played at love and lost
And sorrow's turned your heart to frost
I will melt your heart again.
Remember the feeling as a child
When you woke up and morning smiled
It's time you felt like you did then.
There's just no percentage in remembering the past It's time you learned to live again at last.

Come with me, leave yesterday behind And take a giant step outside your mind.

You stare at me in disbelief
You say for you there's no relieve
But I swear I'll prove you wrong.
Don't stay in your lonely room
Just staring back in silent gloom.
That's not where you belong
Come with me I'll take you where the taste of life is green And everyday holds wonders to be seen.

Come with me, leave yesterday behind And take a giant step outside your mind.

8.  Watching The Sky Turn Blue

(Louise Goffin, Steve Dean)

Eliden Songs ASCAP , Bethar Music BMI

Go on, make a mistake
Come on, letʼs jump in the lake
Whatʼs your favorite song?
Watching the sky turn blue
You always know where to find me
I used to do nothing of the kind, see Iʼm just Sitting here on this fence
Watching the sky turn blue

Doncha think its about time, about time, about time the sun shined down on you?

Give the take, Iʼll take the give In the middle of my coffee break Youʼll find me on the ferris wheel Watching the sky turn blue

Doncha think its about time, about time, about time the sun shined down on you?

Sunshine down, Sunshine down on you
Doncha think its about time, about time, about time Doncha think its about time, about time, about time Doncha think It’s about time, about time, about time

The sun shined down on you?

Watching The Sky Turn Blue Watching The Sky Turn Blue

Take the give, Iʼll give the take
Give the take, Iʼll take the give
Doncha think its about time, about time, about time The sun shined down on you?
Watching The Sky Turn Blue

9. Devil’s Door (feat. Cyanide Social Club)

(Jeff Trott, Chris Seefried, Louise Goffin)

Mortar and Pestle/OLE Publishing, HALL NOTES/BMI, ASCAP, Eliden Songs ASCAP

I watched the sun come up, the night draw dark, over all my trials Slept in the front seat, and the back seat
I tied a ribbon of miles...felt like I’d been driving for three hundred days No matter how far I’d go, I couldn’t get away

Chorus:
I broke down, yes I did
on Hope Street, I broke down, yes I did
I broke down right outside the devil’s door

My daddy used to tell me, when I was a little girl
Don’t lose faith in people, don’t give up on this crazy world
I was gonna do it, I was
I was gonna throw my life away
I rang the bell, banged on the door, but he wasn’t in that day

Chorus:
I broke down, yes I did
On Hope Street, I broke down, yes I did, yes I did I broke down right outside the devil’s door

Bridge:
I wanted in, I knew this for sure
I saw his arm around another...I said “He don’t want me anymore”

Chorus:
I broke down, yes I did
On Hope Street, I broke down, yes I did, yes I did I broke down right outside the devil’s door
The devil’s door

10.  Some Of Them Will Fool You

(Louise Goffin, Steve Moakler)

Eliden Songs ASCAP , Nan Jam Music Publishing BMI

Is that how it went down? Is that what you heard ? Is that what you took?

Is that what that means? Is that what you saw? is that how it looked?
Who are you listening to?
What are they saying to you?

CHORUS
Some of them are in my head
Live where angels fear to tread Some of them will fool ya
some of them will fool ya
Some I just met yesterday
Some don’t know the words they
say When they tell you
Its never good enough
Some of them will fool ya
And know nothing about love

vs. 2
If you ever try to walk a straight
line all of the time, even when you’re
lost and when you speak, you speak slow watch where you, go listen real close what are they saying to you?

CHORUS
Some of them are in your head Even sleeping in your bed
Some of them will fool ya
some of them will fool ya
Some you just met yesterday
Some don’t know the words they say When they tell you
Its never good enough
Some of them will fool ya
And know nothing about love

Bridge:
Send ‘em back where they belong
And when they sing, you don’t sing along its only true if you believe them So don’t believe them

CHORUS
Some of them are in my head
Even sleeping in my bed
Some of them will fool ya
Some of them will fool ya
Some of them will fool ya
And know nothing about love

1.  If I’m Late (feat. Joseph Arthur)

(Gerry Goffin, Carole King)  Screen Gems-EMI Music Inc.
(BMI) © Sony/ATV Music Publishing LLC

Produced by Louise Goffin Mixed by Nathaniel Kunkel

Joseph Arthur - prophet, harmonica, vocals Louise Goffin- acoustic guitar, piano, vocals Wally Ingram - drums, percussion
Gar Robertson- acoustic guitar

Recorded at Red Barn Recorders and
Rebel Country, Brooklyn
Engineered By: Gar Robertson, Drew Allsbrook

2.  It’s Not The Spotlight

(Gerry Goffin, Barry Goldberg)
Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

Produced by Louise Goffin & Barry Goldberg Mixed by Nathaniel Kunkel

Stevie Blacke - strings
Bob Glaub - bass
Louise Goffin - piano, vocals Barry Goldberg - organ, wurlitzer Hoops - backing vocals

Wally Ingram - percussion Jim Keltner - drums
Val McCallum - guitars

Engineered By: Niko Bolas and Diego Rueles Recorded at Groovemaster, Santa Monica

3.  Archives

(Louise Goffin)
Eliden Songs, ASCAP

Produced and Mixed by Greg Wells

Paul Buckmaster: String Arrangement Louise Goffin: piano and vocals
Greg Wells: drums, bass

Engineered by Drew Pearson and Greg Wells Recorded at Rocket Carousel Studios

4.  (You Make Me Feel Like)

A Natural Woman

(Gerry Goffin, Carole King, Jerry Wexler)
Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

Produced by Chris Seefried and Louise Goffin Mixed by Dave Way

Lee Curreri: string arrangement, baritone horn, trombone, flugelhorn

(in homage to Ralph Burns’ arrangement for Aretha Franklin’s 1967 version

Bob Glaub: bass
Louise Goffin: piano, vocals
Michael Jerome Moore: drums
Chris Seefried: electric guitar, bells
The Texacali Horns: Darrell Leonard trumpet, Joe Sublett, tenor sax

Recorded by Dave Way and Seth Horan Recorded at Waystation and Gnome Satellite

5.  Main Street Parade

(Louise Goffin, Lynda Kay Parker, Dustin Welch)
Eliden Songs ASCAP, Lynda Kay Publishing ASCAP, Super Rooster Music SESAC - admin by 26F RPM, Inc.

Produced by Louise Goffin & Billy Harvey Mixed by Nathaniel Kunkel

Bob Glaub: bass
Louise Goffin: vocals, ukulele, piano
Billy Harvey: vocals, barotone & acoustic guitar, percussion Butch Norton: drums
Patrick Warren: tuba and clarinet samples, accordian

Recorded by Brian Scheuble at Village Recorders Additional recording: Nathaniel Alford, Chris Owens

6.  Fifth of July

(Louise Goffin, Reid Savage)
South of Venus Music ASCAP, WB MUSIC CORP - ASCAP

Produced by Dave Way and Louise Goffin Mixed by Dave Way

Lee Curreri: Flugelhorn, Baritone Horn and Bass Trombone Joey Curreri: Trumpet
Louise Goffin: lead vocal, piano and mellotron
Brian MacCleod: drums

Dillon O’Brian: organ and background vocals David Schwartz: bass
Emmett Skyy: background vocals
Lyle Workman: guitar

Recorded by Dave Way at Waystation Studio

7.  Take A Giant Step
(feat. Jakob Dylan)

(Gerry Goffin, Carole King)
Screen Gems-EMI Music Inc. (BMI) © Sony/ATV Music Publishing LLC

Produced by Louise Goffin & Barry Goldberg Mixed by Dave Way

Stevie Blacke - string arrangement, strings Jakob Dylan - vocals
Bob Glaub - bass
Louise Goffin - piano, vocals

Barry Goldberg - organ, wurlitzer Wally Ingram - percussion
Jim Keltner - drums
Val McCallum - guitars

Engineered by Niko Bolas and Diego Rueles Recorded at Groovemaster, Santa Monica

8.  Watching The Sky Turn Blue

(Louise Goffin, Steve Dean)
Eliden Songs ASCAP , Bethar Music BMI

Produced by Louise Goffin (special thanks to Bob Ezrin) Mixed by Greg Wells

Paul Bushnell: bass
Alice Cooper, Johnny Depp, Bruce Witkins, Tommy Hendrickson: backing vocals, handclaps
Louise Goffin: guitars, organ, vocals & handclaps
Joey Peters: drums

Recorded by Steve Bone at Village Recorders

9. Devil’s Door
(feat. Cyanide Social Club)

(Jeff Trott, Chris Seefried, Louise Goffin)
Mortar and Pestle/OLE Publishing, HALL NOTES/BMI, ASCAP, Eliden Songs ASCAP

Produced by Cyanide Social Club Mixed by Dave Way

Louise Goffin: lead vocal
Mindy Jones: backing vocals
Chris Seefried: acoustic and electric guitar, guitar solo
Jeff Trott: drum programming, bass, harmonium, piano, electric guitar

Engineered by Jeff Trott and Seth Horan Recorded at Atomic Halo

10.  Some Of Them Will Fool You

(Louise Goffin, Steve Moakler)
Eliden Songs ASCAP , Nan Jam Music Publishing BMI

Produced by Louise Goffin Mixed by Nathaniel Kunkel

Bob Glaub: bass
Louise Goffin: vocals, acoustic guitar, keys, organ Billy Harvey: electric guitars
Butch Norton: drums

Recorded by Brian Scheuble at Village Recorders Acoustic guitar recorded by Nathanial Alford