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Late Registration



To download this album via iTunes, click here: Kanye West - Late Registration
To buy this album from Amazon.com, click here: Late Registration
To download the digital booklet, click here.
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1. Wake Up Mr. West
(M. Masser, G. Goffin) (BMI/ASCAP)
Additional vocals by Deray
"Wake Up Mr. West" contains excerpts from "Someone That I Used To Love" as performed by Natalie Cole. Used courtesy of Capitol Records, under license from EMI Music Marketing. Written by M. Masser and G. Goffin, published by Screen Gems-EMI Music Inc. (BMI) and BMG Songs Inc. (ASCAP).


2. Heard 'Em Say
featuring Adam Levine of Maroon 5
(K. West, A. Levine, M. Masser, G. Goffin) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Andrew Dawson at Sony Music Studios, NYC and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Mike Dean for Dean's List Productions at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Taylor Dow, Nate Connelly and Mike Mo Additional Vocals: Tony "Penafire" Williams

Adam Levine appears courtesy of J Records
"Heard 'Em Say" contains excerpts from "Someone That I Used To Love" as performed by Natalie Cole. Used courtesy of Capitol Records, under license from EMI Music Marketing. Written by M. Masser and G. Goffin, published by Screen Gems-EMI Music Inc. (BMI) and BMG Songs Inc. (ASCAP).


3. Touch The Sky

featuring Lupe Fiasco
(K. West, J. Smith, W. Jaco, C. Mayfield) (BMI/ASCAP)
Produced by Just Blaze for F.O.B. Entertainment/N.Q.C. Management, LLC and Hip Hop Since 1978
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and Andrew Dawson at Chalice Recording Studios, Hollywood, CA
Mixed by Mike Dean for Dean’s List Productions at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Matt Green, Nate Connelly and Mike Mo
Lupe Fiasco appears courtesy of Atlantic Records/1st and 15th Productions, Inc.
"Touch The Sky” contains samples from the Curtis Mayfield recording “Move On Up,” produced under license from Atlantic Recording Corp. by arrangement with Warner Strategic Marketing. Written by C. Mayfield, published by Warner-Tamerlane Publishing Corp. (BMI). All rights reserved.


4. Gold Digger

featuring Jamie Foxx
(K. West, R. Charles, R. Richard) (BMI)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhofer at The Record Plant, Hollywood, CA; Andrew Dawson at Sony Music Studios, NYC and Chalice Recording Studios, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Mike Dean for Dean’s List Productions at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Matt Green, Nate Connelly and Mike Mo
Additional Vocals: Plain Pat & Don C.
Scratches: A-Trak
Jamie Foxx appears courtesy of J Records/Chameleon Ent./Foxx Hole
“Gold Digger” contains samples from the Ray Charles recording of “I Got A Woman,” produced under license from Atlantic Recording Corp. by arrangement with Warner Strategic Marketing. Written by R. Charles and R. Richard, Unichappell Music, Inc. (BMI) & Mijac Music (BMI). All rights administered by Unichappell Music, Inc. (BMI). All rights reserved.


5. Drive Slow

featuring Paul Wall & GLC
(K. West, P. Slayton, L. Harris) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978
Recorded by Anthony Kilhoffer & Richard Reitz at The Record Plant, Hollywood, CA and by Andrew Dawson at Chalice Recording Studios, Hollywood, CA
Mixed by Mike Dean for Dean’s List Productions at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Nate Connelly and Mike Mo
Additional Vocals: Tony “Penafire” Williams and Paul Wall
Paul Wall appears courtesy of Swisha Blast Entertainment + GLC appears courtesy of Good Music/Sony Records
“Drive Slow” contains a sample from a Hank Crawford recording, used courtesy of Sony BMG Music Entertainment and Nettwerk Songs Publishing.

6. My Way Home
featuring Common
(K. West, L. Lynn, G. Scott-Heron) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978
Recorded and mixed by Andrew Dawson at Sony Music Studios, NYC + Assistant Engineer: Taylor Dow
Common appears courtesy of Geffen Records
“My Way Home” contains a sample of “Home Is Where The Hatred Is,” performed by Gil Scott- Heron, used courtesy of RCA Records/BMG Music Entertainment. Written by Gil Scott-Heron, courtesy of Bienstock Publishing Company (ASCAP).

7. Crack Music

featuring Game
(K. West, W. Meeks, J. Taylor) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and Andrew Dawson & Brian Sumner at Chalice Recording Studios, Hollywood, CA
Mixed by Andrew Dawson at Sony Music Studios, NYC + Assistant Engineers: Richard Reitz and Matt Green
Additional Vocals: Tony "Penafire" Williams, Keyshia Cole & Charlie Wilson + Game appears courtesy of Interscope Records
Keyshia Cole appears courtesy of Interscope Records
Charlie Wilson appears courtesy of Jive Records
"Crack Music" contains a sample of "Since You Came In My Life" performed by New York Community Choir, used courtesy of RCA Records/BMG Music Entertainment. Written by W. Meeks, published by Unichappell Music, Inc. (BMI). All rights reserved.


8. Roses
(K. West, B. Withers) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and by Brian Sumner at Chalice Recording Studios, Hollywood, CA
Mixed by Craig Bauer at Hinge, Chicago, IL
Assistant Engineers: RichardReitz, Nate Connelly, James Aurwarter and Ryan Neuschafer
Additional Vocals: Tony Williams
Keyboards: Ervin “EP” Pope
Bass: Keenan “Keynote” Holloway
“Roses” contains samples from “Rosie,” performed by Bill Withers. Used courtesy of Still Bill Productions. Written by Bill Withers, published by Golden Wither Music (ASCAP). All rights reserved.

9. Bring Me Down
featuring Brandy
(K. West, A. Williams) (BMI)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA
Mixed by Craig Bauer at Hinge, Chicago, IL
Assistant Engineers: Richard Reitz, Matt Green Nate Connelly, Mike Mo, James Aurwarter and Ryan Neuschafer
Strings recorded by Tom Biller at Capitol Recording Studios, Hollywood, CAString and Brass Arrangements: Jon Brion
String Orchestrations: Eric Gorfain
Violins: Eric Gorfain, Daphne Chen, Victoria Lanier, Julie Rogers, Alyssa Park, Audrey Solomon, Terry Glenny, Susan Chatman, Marisa Kuney & Amy Wickman
Viola: Marda Todd, Piotr Jandule, Tom Tally & David Sage
Cello: Richard Dodd, Matt Cooker, Armen Ksajikian & Victor Lawrence
Contrabass: Jason Torreano, Frances, Senger & Denise Briese + Trumpet/Flugelhorn: Gary Grant & Dan Fornero
Trombone: Andrew Martin & Steve Holtman
Bass Trombone: Bruce Otto
French Horn: Rick Todd & Brad Warnaar
Brandy appears courtesy of KnockOut Entertainment

10. Addiction
(K. West, R. Rodgers, L. Hart) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Craig Bauer at Hinge, Chicago, IL
Assistant Engineers: Richard Reitz, James Aurwarter and Ryan Neuschafer
Additional Vocals: Strings
Strings appears courtesy of Cash Money/Universal Records
“Addiction” contains elements of “My Funny Valentine,” performed by Etta James, used courtesy of RCA Records/BMG Music Entertainment. Written by R. Rodgers, L. Hart, published by Chappell & Co., Inc. (ASCAP)/Williamson Music Co. (ASCAP). All rights reserved.

11. Diamonds From Sierra Leone (Remix)
featuring Jay-Z
(K. West, D. Harris, J. Barry, D. Black) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978, Devo Springsteen for Very Good Beats & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Manny Marroquin at Larrabee North Studios, Los Angeles, CA
Assistant Engineers: Richard Reitz and Jarred Robbins
Keyboards: Tom Craskey
Guitars: Dave Tozer
Live drums played by Michele Gondry
“Diamonds From Sierra Leone (Remix)” contains a sample of “Diamonds Are Forever,” written by J. Barry and D. Black, published by EMI Unart Catalog Inc. Performed by Shirley Bassey. Main Title from the Original Motion Picture Diamonds Are Forever. Arranged and conducted by John Barry. Originally released 1971 by Danjaq, LLC/MGM under exclusive license to Capitol Records, Inc. All rights reserved.


12. We Major

featuring Nas & Really Doe
(K. West, W.Trotter, N. Jones, A. Williams, W. Campbell, R. Simmons, L. Smith, M. Reid) (BMI/Copyright Control/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978, Warryn “Baby Dubb” Campbell for My Block Records & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA + Mixed by Mike Dean for Dean’s List Productions at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Nate Connelly and Mike Mo
Additional Vocals: Tony “Penafire” Williams
Nas appears courtesy of Sony Records
“We Major” contains a sample of the recording “Action” as performed by Orange Krush. 1982 The Island Def Jam Music Group. Courtesy of The Island Def Jam Music Group under license from Universal Music Enterprises. Used by permission. All rights reserved. Written by R. Simmons, L. Smith and M. Reid, used courtesy of Universal Music Publishing (ASCAP)/Songs of Universal Inc. (BMI).

13. Hey Mama
(K. West, D. Leace) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA; Andrew Dawson at Sony Music Studios, NYC and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Andrew Dawson at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Matt Green and Taylor Dow Additional Vocals: John Legend
“Hey Mama” contains samples from the Donal Leace recording “Today Won’t Come Again,” produced under license from Atlantic Recording Corp., by arrangement with Warner Strategic Marketing. Written by Donal Leace, used courtesy of ATL Music.

14. Celebration

(K. West) (BMI)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978 & Jon Brion
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA; Andrew Dawson at Sony Music Studios, NYC and Chalice Recording Studios, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA
Mixed by Andrew Dawson at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz, Matt Green and Taylor Dow
Strings recorded by Tom Biller at Capitol Recording Studios, Hollywood, CA
String and Brass Arrangements: Jon Brion
String Orchestrations: Eric Gorfain
Violins: Eric Gorfain, Daphne Chen, Victoria Lanier, Julie Rogers, Alyssa Park, Audrey Solomon, Terry Glenny, Susan Chatman, Marisa Kuney & Amy Wickman
Viola: Marda Todd, Piotr Jandule, Tom Tally & David Sage
Cello: Richard Dodd, Matt Cooker, Armen Ksajikian & Victor Lawrence
Contrabass: Jason Torreano, Frances, Senger & Denise Briese
Trumpet/Flugelhorn: Gary Grant & Dan Fornero
Trombone: Andrew Martin & Steve Holtman
Bass Trombone: Bruce Otto
French Horn: Rick Todd & Brad Warnaar
Keyboards: Ervin “EP” Pope
Bass: Keenan “Keynote” Holloway
Additional Vocals: John Legend
“Celebration” contains a sample of “Heavenly Dream” performed by the KayGee’s, used courtesy of Unidisc Music, Inc.

15. Gone
featuring Consequence & Cam’Ron
(K. West, D. Mills, C. Giles, C. Willis) (BMI)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA
Mixed by Andrew Dawson at Chalice Recording Studios, Hollywood, CA
Assistant Engineers: Richard Reitz and Taylor Dow
Strings recorded by Tom Biller at Capitol Recording Studios, Hollywood, CA
String Arrangements: Jon Brion
String Orchestrations: Eric Gorfain
Violins: Eric Gorfain, Daphne Chen, Victoria Lanier, Julie Rogers, Alyssa Park, Audrey
Solomon, Terry Glenny, Susan Chatman, Marisa Kuney & Amy Wickman
Viola: Marda Todd, Piotr Jandule, Tom Tally &
David Sage
Cello: Richard Dodd, Matt Cooker, Armen Ksajikian & Victor Lawrence
Consequence appears courtesy of Sony Records
“Gone” contains samples from the Otis Redding recording “It’s Too Late,” produced under license from Atlantic
Recording Corp., by arrangement with Warner Strategic Marketing. Written by Chuck Willis, used courtesy of Sony/ATV
Music Publishing on behalf of Tideland Music Co. and Chuck Willis Music Co. (BMI)/Warner-Chappell Music, Inc. (BMI).

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** BONUS TRACK**

16. Diamonds From Sierra Leone
(K. West, D. Harris, J. Barry, D. Black) (BMI/ASCAP)
Produced by Kanye West for Very Good Beats/Hip Hop Since 1978, Devo Springsteen for Very Good Beats & Jon Brion.
Recorded by Anthony Kilhoffer at The Record Plant, Hollywood, CA and by Tom Biller at Grandmaster Recording Studios, Hollywood, CA.
Mixed by Manny Marroquin at Larrabee North Studios, Los Angeles, CA .
Assistant Engineers: Richard Reitz and Jarred Robbins. Keyboards: Tom Craskey.
Guitars: Dave Tozer.
Live drums played by Michele Gondry
"Diamonds From Sierra Leone" contains a sample of "Diamonds Are Forever", written by J. Barry and D. Black, published by EMI Unart Catalog Inc. Performed by Shirley Bassey. Main Title from the Original Motion Picture Diamonds Are Forever. Arranged and conducted by John Barry. Originally released 1971 by Danjaq, LLC/MGM under exclusive license to Capitol Records, Inc. All rights reserved.
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Executive Producers: The Carter Administration Kanye West, Gee Roberson, Kyambo “Hip Hop” Joshua

Co-Executive Producer: Jon Brion


A&R Direction: Hip Hop Since 1978 and Patrick “Plain Pat” Reynolds
A&R Coordinator: Don C
A&R Administration: Terese Joseph

Mastered by Vlado Meller at Sony Music Studios, NYC

Marketing: Al Branch for Hip Hop Since 1978 and John Monopoly for Hustle.

Marketing for Def Jam: Phillana Williams and Tracey Waples
Management: Hip Hop Since 1978 and Hustle.
Creative Director: Louis Marino

Art Direction & Design: Morning Breath, Inc.
Photography: Sarah A. Friedman
Photography & Art Coordination: Kris Yiengst

Styling: Charlene Roxborough for Partos
Grooming: Ibn Jasper for Partos
Legal Counsel: Alison K. Finley
Package Production: Doug Joswick
Business Affairs: Randy McMillan, Antoinette Trotman, Ian Allen, Nicole Wyskoarko
Sample Clearance Agent: Eric Weissman for Sample Clearance, Ltd.




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