10

88697-36577-2
G010001900032G|01
2
#1
#4
#8 #9
#11
#12
#5
#6
#2
Executive Producer: Dr. Luke for Kasz
A&R: Rani Hancock Mixed b
KESHASPARTY.COM TWITTER.COM/KESHASUX
KEMOSABEONLINE.COM RCARE
FBI Anti-Piracy Warning:
Unauthorized copying is
punishable under federal law.
3
#10
#13
#14
#6 #7
#3
Luke for Kasz Money Productions, Inc.
cock Mixed by Serban Ghenea
ITTER.COM/KESHASUXX MYSPACE.COM/KESHA
ONLINE.COM RCARECORDS.COM
(feat. 3OH!3)
4
Written by Kesha Sebert, Lukasz
Gottwald, Max Martin and Shellback /
Published by Dynamite Cop Music/Where Da
Kasz At (BMI), Kasz Money Publishing
(ASCAP), Maratone (ASCAP) (adm.
by Kobalt Songs Music Publishing, Inc.)
and Maratone (BMI) (adm. by Songs of
Kobalt Music Publishing) / Produced by Dr.
Luke for Kasz Money Productions, Inc.
and Max Martin for Maratone / Drums,
Keyboards and Programming by Dr.
Luke / Engineered by Emily Wright , Seth
Waldmann and Sam Holland / Recorded
at Conway Recording Studios, Los Angeles,
CA and Maratone Studios, Stockholm,
Sweden / Assisted by Aniela Gottwald
and Eric Eylands
Written by Kesha Sebert, Pebe Sebert and Joshua Coleman
Published by Dynamite Cop Music/Where Da Kasz At (BMI),
Kecse Rose Music (BMI) and Each Note Counts/Prescrip-
tion Songs (ASCAP) Produced by Dr. Luke, Benny Blanco
and Ammo for Kasz Money Productions, Inc. / Drums,
Keyboards and Programming by Dr. Luke, Benny Blanco and
Ammo / Engineered by Emily Wright and Matt Beckley/ Vocal
Editing by Emily Wright / Recorded at Conway Recording Stu-
dios, Los Angeles, CA, Henson Recording Studios, Los Angeles,
CA and Dr. Lukes, Los Angeles, CA/ Production Coordina-
tion by Vanessa Silberman, Megan Dennis and Becky Scott
Written by Kesha
Sebert, Lukasz Gottwald
and Benjamin Levin / Published by Dynamite Cop Mu-
sic/Where Da Kasz At (BMI), Kasz Money Publishing
(ASCAP) and Matza Ball Music/Where Da Kasz At
(BMI) / Produced by Dr. Luke and Benny Blanco for
Kasz Money Productions, Inc. / Drums, Keyboards
and Programming by Dr. Luke and Benny Blanco /
Engineered by Emily Wright, Sam Holland and Benny
Blanco at Conway Recording Studios, Los Angeles, CA
/ Vocal Editing by Emily Wright / Assisted by Tatiana
Gottwald / Production Coordination by Gary G Silver
/ Production Assistance by Vanessa Silberman / PDiddy
appears courtesy of Bad Boy Records
Written by Kesha Sebert,
Lukasz Gottwald and Claude Kelly / Published by Dynamite
Cop Music/Where Da Kasz At (BMI), Kasz Money Publishing (ASCAP) and Studio Beast Music/Warner-Tamerlane
Publishing Corp. (BMI) / Produced by Dr. Luke for Kasz Money Productions, Inc. / Drums, Keyboards and Pro-
gramming by Dr. Luke / Background Vocals by Claude Kelly and The Pickleheadz (Aniela Gottwald, Tatiana Gottwald,
Lukasz Gottwald and Graham Bryce) / Engineered by Emily Wright and Sam Holland / Vocal Editing by Emily Wright /
Recorded at Conway Recording Studios, Los Angeles, CA and Dr. Lukes, Los Angeles, CA / Production Coordination by
Vanessa Silberman, Megan Dennis and Becky Scott
Written by Kesha Sebert,
Benjamin Levin, Neon
Hitch and Sean Foreman / Published by Dynamite Cop
Music/Where Da Kasz At (BMI), Matza Ball Music/Where Da Kasz
At (BMI), Cagje Music/EMI Blackwood Music, Inc. (BMI) and Master
Falcon Music/EMI Blackwood Music, Inc. (BMI) / Produced by Benny
Blanco for Kasz Money Productions, Inc./Pilot Creative Services, Inc.
/ Drums, Keyboards and Programming by Benny Blanco / Engineered by
Benny Blanco / Recorded at Lotzah Matzah Studios, NYC / 3OH!3 ap-
pear courtesy of PhotoFinish Records
Written by Kesha
Sebert, David Gamson, Pebe
Sebert and Oliver Leiber / Published by Dynamite Cop Music/Where Da
Kasz At (BMI), David Gamson Songs/BMG Rights Management (ASCAP),
Kecse Rose Music (BMI) and Silly DaDa Songs (ASCAP) / Produced by
David Gamson / Co-Produced by Oliver Leiber / All Instruments and
Programming by David Gamson except: Accordion by Ke$ha / Recorded by
David Gamson and Oliver Lieber at ACME Recording, Long Beach, CA and
Ollywood Studios, Hollywood, CA
(feat. 3OH!3)
#1
#2
#3
#4
#5
#6
#9
5
Written by Kesha Sebert, Lukasz Got-
twald, Greg Kurstin and Pebe Sebert /
Published by Dynamite Cop Music/Where
Da Kasz At (BMI), Kasz Money
Publishing (ASCAP), Kurstin Music/
EMI April Music, Inc. (ASCAP) and
Kecse Rose Music (BMI) / Produced by
Greg Kurstin for SK1 Productions/
Keyboards and Programming by Greg
Kurstin / Recorded by Greg Kurstin at
Kingsize Soundlabs, Eagle Rock, CA
Written by Kesha Sebert, Tom Neville, Olivia Nervo
and Miriam Nervo / Published by Dynamite Cop Music/
Where Da Kasz At (BMI), Tom Neville Publishing
Designee, Razor Boy Music Publishing Sweden/Kobalt
Music Publishing America, Inc. (ASCAP) / Produced
by Tom Neville / Vocal Production by Olivia Nervo
and Miriam Nervo for NERVO Productions / All
Instruments Performed and Arranged by Tom Nev-
ille / Background Vocals by Miriam Nervo and Olivia
Nervo / Recorded by Tom Neville at Love Minus Zero
Studios, London, UK / Additional Engineering by Emily
Wright at Dr. Lukes, Los Angeles, CA All Instru-
ments Performed and Arranged by Tom Neville /
Recorded by Tom Neville at Love Minus Zero Studios,
London, UK / Additional Engineering by Emily Wright
at Dr. Lukes, Los Angeles, CA
Written by Kesha Sebert, Max
Martin and Shellback / Published by Dynamite Cop Music/Where Da Kasz At
(BMI), Maratone (ASCAP) (adm. by Kobalt Songs Music Publishing, Inc.)
and Maratone (BMI) (adm. by Songs of Kobalt Music Publishing) / Produced
by Max Martin and Shellback for Maratone Productions / Keyboards by Max
Martin / Cowbell by Ke$ha / Whistle by Ke$ha and Shellback / Recorded by
Max Martin and Shellback at Maratone Studios, Stockholm, Sweden
Written by Kesha Sebert, Lukasz
Gottwald, Benjamin Levin and Joshua Coleman / Published by Dynamite Cop
Music/Where Da Kasz At (BMI), Kasz Money Publishing (ASCAP), Matza
Ball Music/Where Da Kasz At (BMI) and Each Note Counts/Prescription Songs
(ASCAP) / Produced by Dr. Luke, Benny Blanco and Ammo for Kasz Money
Productions, Inc. / Drums, Keyboards and Programming by Dr. Luke, Benny Blanco
and Ammo / Engineered by Lukasz Gottwald and Emily Wright / Vocal Editing by
Emily Wright / Recorded at Dr. Lukes, Los Angeles, CA / Production Coordination
by Vanessa Silberman, Megan Dennis and Becky Scott
Written by Kesha Sebert, Lukasz Gottwald,
Benjamin Levin and Claude Kelly / Published
by Dynamite Cop Music/Where Da Kasz At
(BMI), Kasz Money Publishing (ASCAP),
Matza Ball Music/Where Da Kasz At (BMI),
Studio Beast Music/Warner-Tamerlane
Publishing Corp. (BMI) / Produced by Dr.
Luke and Benny Blanco for Kasz Money
Productions, Inc. / Drums, Keyboards and
Programming by Dr. Luke and Benny Blanco /
Engineered by Emily Wright and Sam Holland
/ Vocal Editing by Emily Wright / Recorded at
Conway Recording Studios, Los Angeles, CA
and Dr. Lukes, Los Angeles, CA / Production
Coordination by Vanessa Silberman, Megan
Dennis and Becky Scott
Written by Kesha Sebert,
Lukasz Gottwald, Max
Martin and Shellback / Published by Dynamite Cop Music/Where
Da Kasz At (BMI), Kasz Money Publishing (ASCAP), Maratone
(ASCAP) (adm. by Kobalt Songs Music Publishing, Inc.) and
Maratone (BMI) (adm. by Songs of Kobalt Music Publishing) /
Produced by Dr. Luke for Kasz Money Productions, Inc. and
Max Martin for Maratone / Additional Production by Ammo
for Kasz Money Productions, Inc. / Drums, Keyboards and
Programming by Dr. Luke and Ammo / Guitar by Dr. Luke /
Vocal Editing by Emily Wright / Recorded at Maratone Studios,
Stockholm Sweden and Dr. Lukes, Los Angeles, CA
Written by Kesha
Sebert, Shellback and
Benjamin Levin /
Published by Dynamite Cop
Music/Where Da Kasz At (BMI), Maratone (BMI) (adm.
by Songs of Kobalt Music Publishing) and Matza Ball Mu-
sic/Where Da Kasz At (BMI) / Produced by Shellback for
Maratone Productions and Benny Blanco for Kasz Money
Productions, Inc. / All Instruments and Programming
by Benny Blanco and Shellback / Engineered by Shellback,
Benny Blanco and Emily Wright / Recorded at Maratone
Studios, Stockholm, Sweden and Conway Recording Studios,
Los Angeles, CA
Written by Kesha Sebert, David
Gamson, Marc Nelkin and Jon In-
goldsby / Published by Dynamite Cop
Music/Where Da Kasz At (BMI),
David Gamson Songs/BMG Rights
Management (ASCAP), Marcelicious
Music/Songs Of BUG (SESAC)
and Wild Pink Music/Roynet
Music/Heffalump Music (ASCAP)
/ Produced by David Gamson / All
Instruments and Programming by
David Gamson except: Saxophone
by Andrew Snitzer / Trumpet
by Jim Hynes / Recorded by David
Gamson at ACME Recording, Long
Beach, CA
#7
#8
#9
#11
#12
#13
#14
#10
6 7
8
& 2010 RCA/JIVE Label
Group, a unit of Sony Music Enter-
tainment. Marketed and distributed
by Sony Music Entertainment, 550
Madison Avenue, New York, New
York 10022-3211. All Rights
Reserved. R Marca(s) Registrada(s)
RCA Trademark Management S.A.
Unauthorized duplication is a viola-
tion of applicable laws.
i wanna thank.
person i know.louie.
person at my A
martin.david gamson..
kojak.simonrexxy.s
kerry.hot twin.l
thesororitygirls.jim
k.x.nicki.x.vector.t
strayer.all so good
an angel.pauly.first
who ever listenstothisr
thank you to theanima
this record mak
K
E
S
H
A
S
P
A
R
T
Y
.C
O
M
T
W
I
T
T
E
R
.C
O
M
/
K
E
S
H
A
S
U
X
X
M
Y
S
P
A
C
E
.C
O
M
/
K
E
S
H
A
K
E
M
O
S
A
B
E
O
N
L
I
N
E
.C
O
M
R
C
A
R
E
C
O
R
D
S
.C
O
M
M
A
N
A
G
E
M
E
N
T
:
K
en L
evitan, J
ack
R
ovner,
E
m
ily Burton +
N
ick
i L
oranger for Vector

LEGAL: Todd B. Rubenstein, Esq.
BUSI
N
ESS M
AN
AGEM
EN
T:
Jeffrey Schwartz for Tribeca
BO
O
K
I
N
G AGEN
TS:M
att Galle +
M
arty Diam
ond for Paradigm
+ Peter N
ash

9
All Songs Mixed by Serban Ghenea at
MixStar Studios, Virginia Beach, VA
Engineered for Mix by John Hanes
Assistant Engineered for Mix by Tim Roberts /
Mastered by Chris Gehringer at Sterling Sound, NYC
i wanna thank. Mom. couldnt have done any of this without you. ur the original. love you. Lagan.ssmartest
person i know.louie.ura badass.dr. luke.ura genius. thank you for everything. rani hancock.barry weiss & EVERY
person at my AMAZING label around theworldwho is helping me do this.this is mywholelife.thank you.max
martin.david gamson..bennyblanco.neon.yo!john.tomneville.mim.liv.claude.ammo.gregkurstin.oliverleiber.emilywright.
kojak.simonrexxy.samantha cox & becca calloway.without you.thiswouldneverhavehappened.julianne.sybil.phoenix.
kerry.hot twin.lauren.best friendeverr.sam.my nashville love.kalan&sonia...thanku4being so supportive.
thesororitygirls.jimmy harry.tedburner.such a creativealien.harold.ureverything.&yourmom.x.emily.x.ken.x.jac
k.x.nicki.x.vector.toddrubenstein.mattgalle.martydiamond.peternash.jeffschwartz&everyone at tribecca.laura
strayer.all so good at what u do. Skinnies.uguysr BRilliant!stephen.thanks for bein adouche.max bernstein.ur
an angel.pauly.first demos.este.danielle.alana.momma&poppahiam.savannah.diana.haroldk.staceyy.jules.anyone
who ever listenstothisrecord. thank you to every guy ive ever stalked, made out with,or ran over with my car..
thank you to theanimals.thnk you2my loverrrs.thank you to my family.thank you to every single fan.i hope
this record makes you happy.thank you.thank you.thank you.thank you.thank you.thank you.x.$
EX
EC
UTI
VE P
R
O
DUC
ER
:
Dr. L
uk
e for K
asz
M
oney
P
roductions, I
nc.
A
&
R
: R
ani Hancock
CREATIVE DIRECTOR: Erwin Gorostiza ART DIRECTION + DESIGN: Anita Marisa Boriboon
PHOTOGRAPHY: Shelby Duncan / STYLISTS: Emily De Groot + Yasmin Than
MAKE-UP: Sarai Fiszel / Hair: Ramsell Martinez
Special Thanks: Skinny (David Hache, Marc-Edouard Leon and Dori Oskowitz)