1 – Airportman
2 – Lotus
3 – Suspicion
4 – Hope
5 – At My Most Beautiful
6 – The Apologist
7 – Sad Professor
8 – You’re In The Air
9 – Walk Unafraid
10 – Why Not Smile
11 – Daysleeper
12.1 – Diminished
12.2 – I’m Not Over You
13 – Parakeet
14 – Falls To Climb

Repress of [r=370440].

Track 12.2 is only listed in the booklet. Total duration for track 12 is 6:01.

Catalog numbers:
9362-47112-2 on spine, CD face and booklet.
9362- 47112- 2 on the back cover.

Recording:
La Casa del Elefante, Seattle. Engineer: Peter Buck.
Toast, San Francisco. Engineer: Charlie Francis. Second engineer: Robert Shimp.
John Keane Studios, Athens. Engineer: John Keane. Second engineers: David Henry, Rob Haddock.
Additional recording on track 14 at at Baby Monster Studios, New York.
Strings recorded at Tree Sound Studios, Atlanta.

Mixing:
Tracks 2, 4, 6, 9, 11, 13, 14 at RPM Studios, New York.
Tracks 1, 7, 10 at John Keane Studios, Athens.
Tracks 3, 8, 12 at Hit Factory, New York.
Tracks 5, 12 at Tree Sound Studios, Atlanta.

Mastered at Sterling Sound

All songs ©1998 Temporary Music (BMI).
Track 4 ©1998 Sony/ATV Songs LLC / Temporary Music (BMI). Contains elements of "Suzanne" by Leonard Cohen ©1967 Sony/ATV Songs LLC (BMI).
All rights on behalf of Sony/ATV Songs LLC admin. by Sony/ATV Music Publishing. Temporary Music administered in this quote-unquote world by Warner-Tamerlane Publishing Corp.

Back cover:
Warner Bros. Records Inc., a Time Warner company.
© ? 1998 R.E.M./Athens, L.L.C.
Made in Germany by Warner Music Manufacturing Europe

Released in a standard clear tray jewel case with a 16-page booklet.
The front of the jewel case has the Warner ‘W’ logo etched in the bottom right corner.

R.E.M. – Up