| Side A: | |
| 1. Rosalyn (Jimmy Duncan/Bill Farley) 2:27 | |
| 2. Here Comes The Night (Bert Berns) 3:09 | |
| 3. I Wish You Would (Billy Arnold) 2:40 | |
| 4. See Emily Play (Syd Barrett) 4:03 | |
| 5. Everything's Alright (Crouch/Konrad/Stavely/James/Karlson) 2:26 | |
| 6. I Can't Explain (Pete Townshend) 2:07 | |
| - | |
| Side B: | |
| 1. Friday On My Mind (Young/Vanda) 3:18 | |
| 2. Sorrow (Feldman/Goldstein/Gottehrer) 2:48 | |
| 3. Don't Bring Me Down (Johnnie Dee) 2:01 | |
| 4. Shapes Of Things (Samwell-Smith/Mccarty/Relf) 2:47 | |
| 5. Anyway, Anyhow, Anywhere (Pete Townshend/Roger Daltrey) 3:04 | |
| 6. Where Have All The Good Times Gone (Ray Davies) 2:35 | |
David Bowie - vocals, guitar, tenor and alto saxophone, harmonica, backing vocals, Moog synthesiser
Mick Ronson - guitar, piano, vocals
Trevor Bolder - bass guitar
Aynsley Dunbar - drums
Mike Garson - piano, organ, harpsichord, electric piano
Ken Fordham - baritone saxophone
G.A. MacCormack - backing vocals
Ron Wood - guitar on Growin' Up
