"Fading In Fading Out" (Richard Starkey/Mark Hudson/Gary Burr) – 3:57
"Give Me Back The Beat" – 3:54
"Oh My Lord" – 5:32 a response to George Harrison's "My Sweet Lord", bookended by Starr's original demo of his song features Billy Preston on organ
"Hard To Be True" (Richard Starkey/Mark Hudson/Gary Burr) – 3:28 features Billy Preston on backing vocals
"Some People" – 3:18 "Wrong All The Time" (Richard Starkey/Mark Hudson/Gary Burr) – 3:39 features Billy Preston on organ # "Don't Hang Up" (Richard Starkey/Mark Hudson/Gary Burr) – 3:27 features Chrissie Hynde on co-lead vocals