Tracklist Hide Credits
| 1 | Why Are We Afraid? | 1:57 |
| 2 | Guido's Blackhawk | 3:05 |
| 3 | Two By Two | 3:59 |
| 4 | Bread And Wine | 4:13 |
| 5 | Coffee TimeVocals – Carmen McRae |
2:43 |
| 6 | A Rose And The End | 3:25 |
| 7 | Should I? | 2:28 |
| 8 | Look Ma, No Clothes | 1:32 |
| 9 | Things Are Looking Down | 5:39 |
| 10 | Analyst | 4:18 |
| 11 | Like Blue | 1:58 |
| 12 | Raising Caen | 3:04 |
| 13 | Black Nightgown | 3:33 |
| 14 | Theme From "I Want To Live!" | 6:54 |
| 15 | Night Watch | 3:55 |
| 16 | Frisco Club | 4:43 |
| 17 | Barbara's Theme | 4:39 |
| 18 | Life's A Funny Thing | 5:14 |
Credits
- Alto Saxophone – Art Pepper (tracks: 1, 3, 4, 6, 8 to 10, 12), Bud Shank (tracks: 13 to 18)
- Artwork [Concept & Design] – Pepx
- Baritone Saxophone – Gerry Mulligan (tracks: 1, 3, 4, 6, 8 to 10, 13 to 18)
- Bass – Buddy Clark (tracks: 4, 9), Red Mitchell (tracks: 1 to 3, 5 to 8, 10 to 18)
- Composed By – André Previn (tracks: 1 to 6, 8 to 12), Freed* (tracks: 7), Johnny Mandel (tracks: 13 to 18), Brown* (tracks: 7)
- Conductor – André Previn (tracks: 4, 9)
- Drums – Dave Bailey (tracks: 4, 9), Shelly Manne (tracks: 1 to 3, 5 to 8, 10 to 18)
- Liner Notes – Jordan Stewart
- Piano – André Previn (tracks: 1 to 3, 5 to 8, 10 to 12), Pete Jolly (tracks: 13 to 18), Russ Freeman (tracks: 4, 9, 12)
- Tenor Saxophone – Bill Perkins (tracks: 1, 3, 6, 8, 10)
- Trombone – Frank Rosolino (tracks: 13 to 18)
- Trumpet – Art Farmer (tracks: 2, 5, 7, 11, 13 to 18), Jack Sheldon (tracks: 1, 3, 6, 8, 10, 12)
- Valve Trombone – Bob Enevoldsen (tracks: 1, 3, 4, 6, 8 to 10)
Notes
1-12 "The Subterrraneans": Los Angeles, summer 195913-18 "I Want To Live": Los Angeles, May 24, 1958

