9. Whenever You Call (4:21) Backing Vocals – Clarence (2)
10. Fly Away (Butterfly Reprise) (3:49) Backing Vocals – Mary Ann Tatum Co-producer, Arranged By – David Morales, Satoshi Tomiie Engineer – David Sussman Keyboards – Peter Schwartz Mixed By – David Morales
11. The Beautiful Ones (6:59) Engineer – Glen Marchese Producer – Cory Rooney Vocals [Additional] – Dru Hill
12. Outside (4:47) Bass – Artie Reynolds Co-producer – Cory Rooney Drums – Nathaniel Townsley III Guitar – Michael Cirro Keyboards, Piano – Donald Parker (2) Mixed By – Mike Scott (5)
13. Honey (So So Def Radio Mix) (3:59) Backing Vocals – Trey Lorenz Co-producer – Manuel Seal Engineer – Phil Tan Featuring – Da Brat, JD* Producer – Jermaine Dupri
14. Honey (Def Club Mix) (6:17) Programmed By – Joey Moskowitz Remix, Mixed By – David Morales
Backing Vocals – Melonie Daniels (tracks: 1, 2, 10, 13) Drums – Dan Shea (tracks: 2, 3, 5, 8, 9, 12) Engineer – Dana Jon Chappelle (tracks: 1 to 13), Mike Scott (5) (tracks: 2 to 5, 7, 8, 12) Keyboards – Dan Shea (tracks: 2, 3, 5, 8, 9, 12), Walter Afanasieff (tracks: 2, 3, 5, 8, 9, 12) Mastered By – Vlado Meller Mixed By – Mick Guzauski (tracks: 2, 3, 5, 7 to 9, 12), Tony Maserati (tracks: 1, 4, 6, 11) Producer – Mariah Carey, Sean "Puffy" Combs* (tracks: 1, 6, 13, 14), Stevie J (tracks: 1, 6, 13, 14), The Ummah (tracks: 1, 13, 14), Walter Afanasieff (tracks: 2, 3, 5, 8, 9, 12) Synthesizer – Walter Afanasieff (tracks: 2, 3, 5, 8, 9, 12)
Phonographic Copyright (p) – Sony Music Entertainment Inc. Copyright (c) – Sony Music Entertainment Inc. Distributed By – Sony Music
"Honey" contains samples from "The Body Rock" by Treacherous Three. "The Roof" contains samples from "Shook Ones" by Mobb Deep. "Honey (So So Def Radio Mix)" contains samples from "It's Great To Be Here" by The Jackson 5.
PLEASE NOTE: Identical with Mariah Carey - Butterfly, except for alternative artwork.
The Copyright In This Sound Recording Is Owned By Sony Music Entertainment Inc.
Original Sound Recording Made By Sony Music Entertainment Inc. ℗ 1997 Sony Music Entertainment Inc.
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