"Land of the Living" (Wayland Patton, Tia Sillers) – 3:32 "All the Good Ones Are Gone" (Dean Dillon, Bob McDill) – 3:17 "Don't Tell Me What to Do" (Harlan Howard, Max D. Barnes) – 3:12 "Maybe It Was Memphis" (Michael Anderson) – 4:00 "Shake the Sugar Tree" (Chapin Hartford) – 3:08 "Let That Pony Run" (Gretchen Peters) – 3:30 "Cleopatra, Queen of Denial" (Pam Tillis, Bob DiPiero, Jan Buckingham) – 3:12 "Spilled Perfume" (Tillis, Dillon) – 3:53 "When You Walk in the Room" (Jackie DeShannon) – 2:44 "In Between Dances" (Barry Alfonso, Craig Bickhardt) - 3:21 "Mi Vida Loca (My Crazy Life)" (Tillis, Jess Leary) – 2:51 "The River and the Highway" (Gerry House, Don Schlitz) – 4:21