| 1 | Up And Over (Stronger And Better)Written-By Randy Muller | 4:41 |
| 2 | Skyy's The LimitBacking Vocals SkyyInstruments, Arranged By [Rhythm, Vocal] Troy TaylorLead Vocals Denise Crawford*Producer The Characters | 4:46 |
| 3 | That's The WayArranged By [Vocal] Cindy MizelleCo-producer, Keyboards, Drum Programming Dante MacKayProducer, Keyboards, Drum Programming Martin Van BlocksonWritten-By Cindy Mizelle, Dante MacKay, J. Mtume*, Martin Van Blockson, R. Lucas* | 4:40 |
| 4 | Smooth And SlowWritten-By Harry Smith II, Solomon Roberts, Jr.*, Terry D. Harvey* | 4:23 |
| 5 | Nearer To YouWritten-By Solomon Roberts, Jr.* | 4:18 |
| 6 | Tear Down These WallsBacking Vocals [Additional] Norma Jean WrightWritten-By Bert Price, Norma Jean Wright | 4:32 |
| 7 | Let Luv FlowBacking Vocals [Additional] Robyn SpringerBacking Vocals [Additional], Keyboards [Additional] Randy MullerWritten-By Randy Muller | 5:27 |
| 8 | Up And AwayBacking Vocals [Additional] Randy Muller, Robyn SpringerWritten-By Gregg Morse*, Randy Muller, Richard Bush | 5:01 |
| 9 | Gonna Miss My LoveBacking Vocals [Additional], Keyboards Randy MullerWritten-By Randy Muller | 5:43 |