G010002714147E
(BRIAN SEALS, ESTER DEAN, BRETT JAMES, DANTE JONES) | PUBLISHED BY B-UNEEK SONGS/UNIVERSAL MUSIC
PUBLISHING, INC. (ASCAP), DAT DAMN DEAN/SONGS OF UNIVERSAL, INC. (BMI), WB MUSIC CORP./EXTERNAL COMBUSTION
MUSIC/BRETT JAMES SONGS (ASCAP), ALL FOR MELODIE MUSIC (ASCAP) PRODUCED BY BRIAN KENNEDY FOR TEAM BK
CO-PRODUCED BY ESTER DEAN | ADDITIONAL PRODUCTION BY DANTE JONES | VOCAL PRODUCTION BY DEWAIN WHITMORE
KEYBOARDS & PROGRAMMING: BRIAN KENNEDY | GUITARS: ANDRE FRAPPIER | RECORDED BY SEAN TALLMAN AT CHALICE
RECORDING STUDIOS, LOS ANGELES, CA, KENNEDY COMPOUND, STUDIO | CITY, CA & STARSTRUCK STUDIOS, NASHVILLE, TN
(JÖRGEN ELOFSSON, ALI TAMPOSI, DAVID GAMSON, GREG KURSTIN) | PUBLISHED BY UNIVERSAL MUSIC PUBLISHING
MGB SCANDINAVIA AB, SONY/ATV MUSIC PUBLISHING OBO PERFECT STORM MUSIC GROUP AB (STIM)/SONY/ATV MUSIC
PUBLISHING SCANDINAVIA, BMG GOLD SONGS (ASCAP), KURSTIN MUSIC/EMI APRIL MUSIC, INC. (ASCAP)PRODUCED BY
GREG KURSTIN | KEYBOARDS, BASS, GUITAR & PROGRAMMING: GREG KURSTIN | ENGINEERED BY GREG KURSTIN & JESSE
SHATKIN AT ECHO STUDIO, LOS ANGELES, CA
(BUSBEE, ALEX G.) | PUBLISHED BY BMG PLATINUM SONGS/HELLO I LOVE YOU MUSIC/JAM WRITERS GROUP (BMI), Y&M
HBT/BMG RIGHTS MANAGEMENT GMBH PRODUCED BY GREG KURSTIN | KEYBOARDS, BASS, GUITAR & PROGRAMMING: GREG
KURSTIN | ENGINEERED BY GREG KURSTIN & JESSE SHATKIN AT ECHO STUDIO, LOS ANGELES, CA
(TOM SHAPIRO, ROBERT MARVIN, CATT GRAVITT) | PUBLISHED BY LITTLE DOOEY MUSIC/EMI BLACKWOOD MUSIC, INC. (BMI),
59 CADILLAC MUSIC (BMI), INK PEN MAMA MUSIC/SONGS OF MAXX PUBLISHING/TUNES OF R AND T DIRECT (SESAC) (ADM.
BY RAZOR & TIE MUSIC PUBLISHING LLC) | PRODUCED BY GREG KURSTIN | KEYBOARDS, BASS, GUITAR & PROGRAMMING:
GREG KURSTIN | GUITAR: KEVIN DUKES | DRUMS: RANDY COOKE | ENGINEERED BY GREG KURSTIN & JESSE SHATKIN AT
ECHO STUDIO, LOS ANGELES, CA
(KELLY CLARKSON, JOSH ABRAHAM, OLIVER GOLDSTEIN) | PUBLISHED BY SONGS FOR MY SHRINK (ASCAP) (ADM. EXCLUSIVELY
WORLDWIDE BY KOBALT SONGS MUSIC PUBLISHING), FAROOSH MUSIC (ASCAP) (ADM. BY WB MUSIC CORP.), OLLIE G MUSIC/
CYP ONE PUBLISHING (ASCAP) | PRODUCED BY JOSH ABRAHAM & OLIGEE | VOCAL PRODUCTION BY JASON HALBERT | DRUMS:
FELIX BLOXSOM | ENGINEERED BY RYAN WILLIAMS | RECORDED AT PULSE RECORDING, LOS ANGELES, CA
(TOBY GAD, BRIDGET KELLY, JAMES FAUNTLEROY, KELLY CLARKSON) PUBLISHED BY GADSONGS/EMI APRIL MUSIC, INC.
(ASCAP), SONGS OF ROC NATION MUSIC/EMI BLACKWOOD MUSIC, INC. (BMI), FAUNTLEROY MUSIC/UNDERDOG WEST SONGS/
ALMO MUSIC CORP. (ASCAP), SONGS FOR MY SHRINK (ASCAP) (ADM. EXCLUSIVELY WORLDWIDE BY KOBALT SONGS MUSIC
PUBLISHING) PRODUCED BY TOBY GAD (TOBYGAD.COM) FOR KITE MUSIC PRODUCTIONS | ADDITIONAL PRODUCTION BY TIM
ROBERTS & HEATHER J. MILEY | ALL INSTRUMENTS & PROGRAMMING BY TOBY GAD | BACKGROUND VOCALS: KELLY CLARKSON
| RECORDED BY TOBY GAD AT KITE MUSIC STUDIOS, CA
(KELLY CLARKSON, ABEN EUBANKS) | PUBLISHED BY SONGS FOR MY SHRINK (ASCAP) (ADM. EXCLUSIVELY WORLDWIDE BY
KOBALT SONGS MUSIC PUBLISHING), DIGBYOMEGA MUSIC/SONGS OF KOBALT MUSIC PUBLISHING PRODUCED BY JASON
HALBERT | VOCAL PRODUCTION BY JASON HALBERT | GUITARS: JERRY MCPHERSON, CHRIS RODRIGUEZ, ABEN EUBANKS |
BASS: TONY LUCIDO | KEYBOARDS: JASON HALBERT | HAMMERED DULCIMER: CRAIG DUNCAN | DRUMS: MILES MCPHERSON
| PROGRAMMING: CHRIS DYE | STRINGS ARRANGED BY JOHN MARK PAINTER | THE LOVE SPONGE STRING QUARTET: DAVID
ANGEL, DAVID DAVIDSON, JOHN CATCHINGS, KRIS WILKINSON (BMI)
(RODNEY JERKINS, ANDRE LINDAL, LAUREN CHRISTY) | PUBLISHED BY EMI BLACKWOOD MUSIC, INC. (BMI), DRELIN
PUBLISHING (BMI)/INTERNATIONAL MUSIC PUBLISHING, INC. (ALL RIGHTS ADM. BY SONGS OF KOBALT MUSIC PUBLISHING),
UNIVERSAL SONGS OF POLYGRAM INTERNATIONAL, INC. (BMI) PRODUCED BY RODNEY “DARKCHILD” JERKINS & ANDRE
LINDAL FOR DARKCHILD.COM | GUITARS: BRENT PASCHKE, DAN WARNER | BASS: THADDAEUS TRIBBETT | DRUMS: LEE
LEVIN | BACKGROUND VOCALS: KELLY CLARKSON & LAUREN CHRISTY | RECORDED BY ERIC GREEDY, MIKE DONALDSON &
ORLANDO VITTO AT 2ND FLOOR STUDIOS, HOLLYWOOD, CA
(KELLY CLARKSON, JOSH ABRAHAM, OLIVER GOLDSTEIN, BONNIE MCKEE) | PUBLISHED
BY SONGS FOR MY SHRINK (ASCAP) (ADM. EXCLUSIVELY WORLDWIDE BY KOBALT SONGS
MUSIC PUBLISHING), FAROOSH MUSIC (ASCAP) (ADM. BY WB MUSIC CORP.), OLLIE G
MUSIC/CYP ONE PUBLISHING (ASCAP), BONNIE MCKEE MUSIC/WHERE DA KASZ AT/CYP
TWO PUBLISHING (BMI) | PRODUCED BY JOSH ABRAHAM & OLIGEE | VOCAL PRODUCTION
BY JASON HALBERT | DRUMS: FELIX BLOXSOM | ENGINEERED BY RYAN WILLIAMS
RECORDED AT PULSE RECORDING, LOS ANGELES, CA
(TOBY GAD, OLIVIA WAITHE) | PUBLISHED BY GADSONGS/EMI | APRIL MUSIC, INC.
(ASCAP), UNDERGROUND SUNSHINE MUSIC/SONY/ATV SONGS LLC (BMI) | PRODUCED
BY TOBY GAD (TOBYGAD.COM) FOR KITE MUSIC PRODUCTIONS | ALL INSTRUMENTS &
PROGRAMMING BY TOBY GAD | BACKGROUND VOCALS: KELLY CLARKSON | RECORDED BY
TOBY GAD AT KITE MUSIC STUDIOS, CA
(KELLY CLARKSON, CHRIS DESTEFANO) | PUBLISHED BY SONGS FOR MY SHRINK (ASCAP)
(ADM. EXCLUSIVELY WORLDWIDE BY KOBALT SONGS MUSIC PUBLISHING), SUGAR GLIDER
MUSIC PUBLISHING/EMI APRIL MUSIC, INC. (ASCAP) | PRODUCED BY CHRIS DESTEFANO
VOCAL PRODUCTION BY JASON HALBERT | PROGRAMMED & ARRANGED BY CHRIS
DESTEFANO | ALL INSTRUMENTS BY CHRIS DESTEFANO | BACKGROUND VOCALS: KELLY
CLARKSON, CHRIS DESTEFANO | RECORDED BY CHRIS DESTEFANO AT SUB-LEVEL 03
STUDIOS, LOS ANGELES, CA
(KELLY CLARKSON, JOSH ABRAHAM, OLIVER GOLDSTEIN, FELIX BLOXSOM) | PUBLISHED BY
SONGS FOR MY SHRINK (ASCAP) (ADM. EXCLUSIVELY WORLDWIDE BY KOBALT SONGS MUSIC
PUBLISHING), FAROOSH MUSIC (ASCAP) (ADM. BY WB MUSIC CORP.), OLLIE G MUSIC/CYP ONE
PUBLISHING (ASCAP), FELIX BLOXSOM/CYP ONE PUBLISHING (ASCAP) PRODUCED BY JOSH
ABRAHAM & OLIGEE | VOCAL PRODUCTION BY JASON HALBERT | DRUMS: JOSH FREESE
ENGINEERED BY RYAN WILLIAMS | RECORDED AT PULSE RECORDING, LOS ANGELES, CA
(JENNIFER HANSON, MICHAEL LOGEN) | PUBLISHED BY SONY/ATV ACUFF ROSE MUSIC/
CHAYLYNN MUSIC (BMI), WEST MORAINE MUSIC/NETTWERK ONE MUSIC/BACK ROOM RACKET
MUSIC (ASCAP) (ADM. BY NETTWERK ONE MUSIC [CANADA] LTD.) PRODUCED BY HOWARD
BENSON | RECORDED BY MIKE PLOTNIKOFF | DIGITAL EDITING: PAUL DECARLI | ADDITIONAL
ENGINEERING: HATSUKAZU INAGAKI | ASSISTANT ENGINEER: JIMMY FAHEY | DRUMS: FRANK
ZUMMO | BASS: PAUL BUSHNELL | GUITAR: PHIL X | GUITAR SOLO: DANN HUFF | ADDITIONAL
KEYBOARDS & PROGRAMMING: HOWARD BENSON | STRING ARRANGEMENT: DEBORAH LURIE
RECORDED AT BAY 7 STUDIOS, VALLEY VILLAGE & SPARK Y DARK STUDIO, CALABASAS, CA |
STRINGS RECORDED AT CAPITOL STUDIOS, HOLLYWOOD, CA | DRUM TECH: JON NICHOLSON @
DRUM FETISH | GUITAR TECH: MARC VANGOOL
(ERIC HUTCHINSON) PUBLISHED BY BAYSIDE HIGH MUSIC (ASCAP) | PRODUCED BY STEVE JORDAN
| DRUMS & PERCUSSION: STEVE JORDAN | BASS: PINO PALLADINO | PIANO & SYNTHESIZER: IVAN
NEVILLE | GUITAR: HUGH MCCRACKEN | ORGAN & VIBES: LEON PENDARVIS | ENGINEERED BY
DAVE O’DONNELL AT GERMANO STUDIOS, NYC & JUNGLE CITY STUDIOS, NYC | ASSISTED BY KENTA
YONESAKA (GERMANO STUDIOS) & RAMON RIVAS (JUNGLE CITY STUDIOS) | STEVE JORDAN
APPEARS COURTESY OF JAY-VEE RECORDS | STEVE JORDAN USES PAISTE CYMBALS
 T H A N K Y O U FIRST, I’D LIKE TO THANK ALL OF THE WRITERS AND PRODUCERS THAT I GOT TO WORK WITH
ON THIS ALBUM. THANK YOU FOR ALL OF YOUR PASSION AND CREATIVITY!
THANK YOU TO THE BEST A&R PERSON IN THE WORLD, JEFF ALDRICH! YOU LOVE MUSIC AND YOU ARE ONE OF
THE GOOD GUYS! I APPRECIATE YOU AND LOVE THAT YOU WERE A MAJOR PART OF THIS RECORD AND ARE A
MAJOR PART OF MY TEAM. THANK YOU FOR BEING A TRUE FAN OF MUSIC AND
FOR LOOKING OUT FOR ME.
NARVEL BLACKSTOCK…I FINALLY FOUND THE PERFECT MANAGER. WE ARE SO DIFFERENT AND I THINK THAT
YOU EVEN ME OUT. THANK YOU FOR BEING ON MY SIDE AND FIGHTING FOR ME. THANK YOU FOR SHOWING ME
HOW THIS INDUSTRY CAN BE FUN. THANKS FOR BEING SO SUPPORTIVE, ESPECIALLY ON
MY CRAZY DAYS. I COULDN’T HAVE MADE THIS ALBUM WITHOUT YOU. THIS IS THE LIFE!!
RCA…WE MADE A GREAT RECORD THAT WE ALL CAN BE PROUD OF! GO TEAM!
TO ALL OF THE RADIO STATIONS THAT WILL BE PLAYING MY MUSIC…THANK YOU!! TO ALL OF THE RADIO
STATIONS WHO WON’T BE PLAYING MY MUSIC…LIE TO ME AND TELL ME YOU DO!
TO ALL OF THE MUSICIANS THAT PLAYED ON THIS RECORD, TO MY BAND THAT WILL BE PLAYING THIS RECORD
LIVE ON THE ROAD WITH ME, AND TO MY CREW…THANK YOU FOR YOUR TALENTS! I’M NOTHING WITHOUT THE
TALENTED MUSICIANS PLAYING WITH ME ON RECORDS AND ON STAGE. I APPRECIATE Y’ALL MORE THAN YOU
WILL EVER KNOW. THANK YOU FOR SHARING YOUR TIME AND EXPERIENCE WITH ME!
TO ALL OF MY FRIENDS AND FAMILY…THANK YOU FOR LISTENING, YOUR COUNSELING AND YOUR FRIENDSHIPS! I
WOULDN’T BE HERE WITHOUT THEM.
TO ASHLEY DONOVAN, STEPH ASHMORE, PETER BUTLER, HARPER SMITH…MAKE UP, STYLIST, HAIR AND
PHOTOGRAPHER FOR THIS ALBUM SHOOT! YOU GUYS DID AN AMAZING JOB! THANKS FOR BEING SUPER LAID-

All Rights Reserved. Tmk(s) ® Registered / R Marca(s) Registrada(s) RCA Trademark

BACK AND KICKING ASS AT WHAT YOU DO!

RCA Records, a division of Sony Music Entertainment. Marketed and distributed by

Sony Music Entertainment, 550 Madison Avenue, New York, New York 10022-3211.
THANK YOU TO MY PUBLISHER BENJAMIN, WITH KOBALT! I LOVE HOW SUPPORTIVE YOU ARE AND THAT YOU ARE

 2011 19 Recordings Limited under exclusive license to RCA Records / 훿 2011

A TRUE FAN OF MY SONGS! IT MEANS A LOT! YOU GIVE ME SO MUCH CONFIDENCE AND IN AN INDUSTRY WHERE
PEOPLE AREN’T USUALLY SUPPORTIVE, I REALLY APPRECIATE YOU!

Management S.A. Unauthorized duplication is a violation of applicable laws.

THANK YOU SO MUCH TO KATE RAPIER AND JASON CLARKSON FOR BEING THE BEST ASSISTANTS IN
THE WHOLE FREAKIN’ WORLD! I CAN RELY ON YOU TWO FOR ANYTHING AND YOU’RE ALWAYS ONE STEP AHEAD
OF ME! KATE, YOUR CALENDARS AID IN MY SANITY!
JUSTIN MCINTOSH, YOU HAVE BEEN SO HELPFUL WITH ALL THINGS TECHNICAL AND ESPECIALLY WITH THE NEW
SITE FOR THIS ALBUM! THANK YOU FOR BEING SMARTER THAN ME (HAHA), FOR HELPING ME PROMOTE MY

FACEBOOK.COM/KELLYCLARKSON
MUSIC AND FOR GUIDING ME THROUGH THE SOCIAL NETWORKS OF THE WORLD.
TO DANA KELLEY AND EVERYONE WITH THE STARSTRUCK CREW…THANK YOU FOR ALL OF YOUR HARD WORK
AND DEDICATION TO THIS PROJECT!
TO MARY ANN MCCREADY, KRISTIN BRAAKSMA AND EVERYONE AT FBMM…I CAN BE SUCH A SCATTER-BRAINED,
CRAZY PERSON THAT HATES TO FOCUS ON THE BUSINESS SIDE! I WAS BUILT FOR CREATIVE PURPOSES ONLY SO
KELLYCLARKSON.COM

THANK YOU FOR MOLDING ME INTO A BETTER BUSINESSWOMAN. THERE AREN’T

WORDS FOR HOW MUCH I APPRECIATE ALL THAT YOU DO AND HOW MUCH Y’ALL HELP ME ON A DAILY BASIS!
RCARECORDS.COM

DAVID BYRNES…I KNOW THAT RIGHT NOW I’M BEING HACKED SOMEWHERE AND YOU ARE ALREADY ON TOP
OF IT — HAHA! THANK YOU FOR BEING SUCH A GREAT FRIEND AND LAWYER. I AM PROUD TO SAY YOU ARE MY
LONGEST RELATIONSHIP IN THIS BUSINESS! WE’RE GETTING OLD!!
TO ALL OF THE HACKERS OUT THERE: THANK YOU FOR THINKING MY MUSIC IS WORTH STEALING, BUT ALSO Y’ALL
SUCK — HA!
AND TO MY FANS…I LOVE Y’ALL AND I HOPE YOU DIG THE MUSIC!!
“IF A MAN LIVES, THEN HE MUST LIVE FOR SOMETHING.” — LEO TOLSTOY
I LIVE FOR LOVE AND MUSIC.
LOVE Y’ALL, – KELLY
ALBUM MIXED BY SERBAN GHENEA AT MIXSTAR STUDIOS, VIRGINIA BEACH, VA
ENGINEERED FOR MIX BY JOHN HANES
ASSISTANT ENGINEERED FOR MIX BY PHIL SEAFORD
ALBUM MASTERED BY CHRIS GEHRINGER AT STERLING SOUND, NYC
MANAGEMENT: STARSTRUCK MANAGEMENT GROUP / NARVEL BLACKSTOCK
A&R: JEFF ALDRICH

CREATIVE DIRECTION: ERWIN GOROSTIZA

ART DIRECTION & DESIGN: MEGHAN FOLEY |
PHOTOGRAPHY: HARPER SMITH EXCEPT PGS 4, 7: JUSTIN MCINTOSH
WARDROBE STYLING: STEPH ASHMORE
HAIR: PETER BUTLER
MAKE UP: ASHLEY DONOVAN