Disc 1
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| Song Title | Sample |
| 1. With A Little Help From My Friends - Andre Orefjard/May Yamani ~ Various Artists |  |
| 2. Holdin' Up - Rich Medina/DeLouie Avant ~ Various Artists | |
| 3. Shake It (Feel The Same) - The Rebirth ~ Various Artists | |
| 4. Let It Flow (Sausalito Calling) - Black Gold Massive ~ Various Artists | |
| 5. U Came - Misty Oldland/Roachford ~ Various Artists | |
| 6. And I (Yam Who Rework) - Break Reform ~ Various Artists | |
| 7. Set You Free - 3D/Bobi Depasois ~ Various Artists | |
| 8. Treat Me - Boozoo Bajou/Willie Hutch ~ Various Artists | |
| 9. Nutshell - Kim Hill ~ Various Artists | |
| 10. Stay With Me - Platinum Pied Pipers (Grooveman Spot mix) ~ Various Artists | |
| 11. Don't Waste Your Time - Deborah Bond (DJ Smash remix) ~ Various Artists | | Disc 2
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| Song Title | Sample |
| 1. Feel - Teddy Rok Seven/Okou ~ Various Artists | |
| 2. I Heard It Through The Grapevine - Shaun Escoffery ~ Various Artists | |
| 3. Wonderlove (For Minnie) - Heavy (Jazzanova mix) ~ Various Artists | |
| 4. Call My Love - Joe Bataan ~ Various Artists | |
| 5. Waitin' - Choklate/Chali 2NA ~ Various Artists | |
| 6. What's It About - Owusu & Hannibal (DJ Tom Thump Extended Edit) ~ Various Artists | |
| 7. Something About Your Love - Kid Sublime/Nicky Guiland ~ Various Artists | |
| 8. Too Much - Rich Medina/Martin Luthur ~ Various Artists | |
| 9. Satisfy What I'm Yearnin' - Maya Azucena ~ Various Artists | |
| 10. All I Want 2B - Liquid Spirits ~ Various Artists | |
| 11. Close To Me - Pyeng Threadgill ~ Various Artists | |
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| Album Notes and Credits |
Notes & Personnel Info |  | DJ: DJ Tom Thump. | | Audio Mixer: Thomas Fokas. | | Liner Note Author: Joe "Not C" K. | | Photographer: Nabil Elderkin. | | The third volume in this series of after-hours best-ofs is compiled by San Francisco DJ Tom Thump, who assembles a smooth, surprisingly funky collection of downtempo, neo-soul, and other electronic offshoots for a two-CD set of seductive slow jams, including Andre Orefjard and May Yamani's reworking of the Beatles' "With a Little Help From My Friends" and "U Came," veteran U.K. R&B singer Andrew Roachford's duet with Misty Oldland. |
Producer: Liquid Spirits; Misty Oldland; Andre Orefjard; J. Webster; Geoffrey Williams; Oh Jay; Jazzanova; Joe Dworniak; Rich Medina; Daniel Collas; DJ Tom Thump (Compilation) |
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| Technical Info |
| Release Date : 04/18/2006 | | Original Release Date : 2006 | | Catalog ID : 0003 | | Label : Kinkysweet Recordings | | Number of Discs : 2 | | Studio/Live : Studio | | Mono/Stereo : Stereo | | SPAR Code : n/a | | UPC : 00899661000319 |
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