Tracklist Hide Credits

1	Fallin Written-By – Lauren Wood	4:07
2	Tell Me How To Make You Love Me Written-By – B. Madison, L. Hoppen*, R. Athis*	3:48
3	Some Guys Have All The Luck Written-By – J. Fortgang*	3:10
4	It Wouldn't Have Made Any Difference Written-By – Todd Rundgren	3:30
5	Tenderness On The Block Written-By – Warren Zevon	3:03
6	What You Do To Me Written-By – J. Hall*, J. Hall*	3:47
7	Isn't It Always Love Written-By – Karla Bonoff	3:23
8	Maybe Written-By – Richard Barrett	4:12
9	It'll Be Me Written-By – Jack Clement	1:47
10	Never Take The Place Of You Written-By – Al Anderson	3:32
Bonus Track
11	Hold Me Tight
12	Beautiful Picture Of You

Credits

• Backing Vocals – Ann Lang, Bob Leinbach, John Troy*, John Hall*
• Bass – Leigh Foxx
• Congas – Wells Kelly
• Drums – Mike Braun
• Guitar – Shane Fontayne
• Guitar [Additional], Keyboards, Percussion – John Holbrook
• Keyboards – Murray Weinstock
• Percussion – Arno Lucas
• Saxophone – George Young
• Vocals – Nicole Wills

Notes

Publishing: (Various), *Fiction Music, Inc./Todd Rundgren & Screen Gems - Emi Music - BMI

Recorded & Mixed in Satellite Studio/Bearsville Studio, Bearsville, New York.

Produced & Engineered by John Holbrook
Recorded & Mixed in Satellite Studio/Bearsville Studio, Bearsville, New York
Arranged by Murray Weinstock & John Holbrook
Additional Engineering & Assistance by Mark McKenna

Barcode and Other Identifiers

• Barcode: 4988002523023

Other versions

Category	Artist	Title (Format)	Label	Category	Country	Year
23656-1	Nicole Wills	Tell Me ‎(LP, Album)	Bearsville	23656-1	US	1983
205.196	Nicole Wills	Tell Me ‎(LP, Album)	Bearsville	205.196	Europe	1983
PCCY-00741	Nicole Wills	Tell Me ‎(CD, Album, RE, RM)	Bearsville Records	PCCY-00741	Japan	1995

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