| 1. Pain In Da Ass Intro | not rated | 0:43 |
| 2. Who's Sleeping (featuring Reb Of D.I.D.R. | not rated | 2:40 |
| 3. Memphis Bleek Is... | not rated | 4:08 |
| 4. What You Think Of That (featuring Jay-Z) | not rated | 4:40 |
| 5. Murda 4 Life (featuring Ja Rule) | not rated | 4:47 |
| 6. You're All Welcome (Pain Interlude) | not rated | 0:37 |
| 7. Stay Alive In NYC | not rated | 4:13 |
| 8. You A Thug Nigga | not rated | 4:15 |
| 9. N.O.W. (featuring Da Ranjahz) | not rated | 4:16 |
| 10. Everybody | not rated | 4:00 |
| 11. I Won't Stop (featuring Dark Half Of Da Ranjahz) | not rated | 3:07 |
| 12. My Hood To Your Hood (featuring Beanie Sigel) | not rated | 3:47 |
| 13. Why You Wanna Hate For (featuring Noreaga) | not rated | 3:49 |
| 14. Regular Cat | not rated | 5:10 |
| 50:17 |
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