| A Thousand Lovers | Lynn Miles | 3:34 | |
| Can't Go Back Home (feat. Shelby Lynne) | Tony Joe White, Shelby Lynne | 4:23 | |
| Sarah | Jon Allen | 3:25 | |
| Today's The Day | Lucy Kaplansky | 3:11 | |
| Coast | Eliza Gilkyson | 3:25 | |
| Wish for You | Allison Moorer | 3:24 | |
| I Think It's Going to Rain Today | Jools Holland, David Gray | 2:27 | |
| For What It's Worth | Lisa Bassenge | 3:49 | |
| I Saw A Stranger With Your Hair | John Gorka | 4:03 | |
| My List | Shelby Lynne, Allison Moorer | 2:52 | |
| Farewell to Bitterroot Valley | Dave Carter, Tracy Grammer | 2:37 | |
| Three Chords and Truth | Lynn Miles | 3:30 | |
| I Had Something | Lucy Kaplansky | 4:16 | |
| Let the Mystery Be | 10,000 Maniacs | 3:08 | |
| The Oil Rigs at Night | The Delines | 4:23 | |
| Don't Look for Me | Jeffrey Foucault | 3:05 | |
| Soon as You Come Home | The Sunset Sound, Shelby Lynne | 2:58 | |
| Don't Think Twice. It's Alright | Susan Tedeschi | 4:43 | |
| In My Room (Jakob Dylan & Fiona Apple) | Echo In The Canyon | 2:19 | |
| In Love with You | Nicolette Larson | 2:53 | |
| I Will | The Brother Brothers | 1:50 | |
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| Ten Year Night | Lucy Kaplansky | 5:12 | |
| The Circle Game - Take One | Tom Rush | 5:34 | |
| Leavin' | Shelby Lynne | 3:12 | |
| Three Cigarettes in an Ashtray | Lisa Bassenge | 3:07 | |
| Our Lady Of The Shooting Stars | Mary Gauthier | 3:29 | |
| Love Is Our Cross to Bear | John Gorka | 4:56 | |
| Feeling of Beauty | Tift Merritt | 4:01 | |
| Whispering Pines | Dar Williams | 4:00 | |
| Lonely Street | Bap Kennedy | 4:16 | |
| Falling Flower in Paris | De Praptyos | 3:34 | |
| Mercy | Po' Girl | 4:56 | |
| The Push and Pull | Joan Shelley | 2:33 | |
| Long Way To Fall | Mary Gauthier | 4:35 | |
| Banshee Moan | Shannon McNally | 4:01 | |
| Penny for a Smile | The Sunset Sound, Shelby Lynne | 2:57 | |
| I'm Looking for Blue Eyes | Shelby Lynne, Allison Moorer | 2:57 | |
| What a Morning | Emilie Schiøtt | 3:21 | |
| Play It As It Lays | Patti Scialfa | 4:23 | |
| You Won't See Me | Anne Murray, Shelby Lynne | 4:17 | |
| I Always Get It Right With You | George Jones, Shelby Lynne | 3:41 | |
| Lou Reed | The Little Willies | 4:16 | |
| Sure As Shit | Kathleen Edwards | 4:09 | |
| Sylvia Hotel | Cheryl Wheeler | 3:20 | |
| Track 12 | Shelby Lynne | 7:38 | |
| The Cranes | Patty Larkin | 2:50 | |
| Anyone Who Had A Heart | Shelby Lynne | 3:33 | |
| Send Me a River | Sinéad Lohan | 3:27 | |
| Good Time Charlie’s Got The Blues | Holly Cole | 3:11 | |