CHICAGO


XXX

(2006)



1. Feel (Hot Single Mix) 4'01
(Danny Orton / Blair Daly)
2. King Of Might Have Been 3'53
(Jason Scheff / Greg Barnhill / Dennis Matkosky)
3. Caroline 3'40
(Jason Scheff / Chas Sandford)
4. Why Can't We 4'08
with Shelly Fairchild
(Jay DeMarcus / Bill Champlin / Jason Scheff / Chas Sandford)
5. Love Will Come Back 3'49
with RASCAL FLATTS
(Jay DeMarcus / Jason Scheff / Chas Sandford)
6. Long Lost Friend 4'33
(Jason Scheff / Brett James / Jay DeMarcus)
7. 90 Degrees And Freezing 3'53
(Robert Lamm / Jason Scheff / Brett James / Jay DeMarcus)
8. Where Were You ? 4'17
(Bill Champlin / Jason Scheff / Jay DeMarcus)
9. Already Gone 6'52
(Bill Champlin / George Hawkins Jr.)
10. Come To Me, Do 4'36
(Robert Lamm)
11. Lovin' Chains 3'56
(Marcus Hummon / Jay DeMarcus)
12. Better 4'42
(Bill Champlin / Chas Sandford)
13. Feel
(The Horns Mix) 4'30
(Danny Orton / Blair Daly)

Total Time: 56:50


  • Robert Lamm - Piano, Wurlitzer, Hammond Organ, Vocals
  • James Pankow - Trombone
  • Walt Parazaider - Saxophones, Flutes
  • Lee Loughnane - Trumpet, Flugelhorn, Piccolo Trumpet
  • Bill Champlin - Hammond Organ, Piano, Fender Rhodes, Vocals
  • Keith Howland - Guitars
  • Jason Scheff - Bass, Vocals
  • Tris Imboden - Drums

    Additional Musicians:

  • Lee Thornburg - Trumpet
  • Tom Bukovac - Acoustic & Electric Guitars
  • James Matchack - Keys, Loop Programming, Sequencing
  • Jay DeMarcus - Keys, Guitars, Programming, Piano on "King That Might Have Been"
  • Dan Huff - Guitar on "Already Gone," "Love Will Come Back," "Lovin' Chains," "90 Degrees and Freezing," "Why Can't We" & "Caroline"
  • Shelly Fairchild - Vocal on "Why Can't We"
  • RASCAL FLATTS (Gary LeVox, Jay DeMarcus, Joe Don Rooney) - Vocals on "Love Will Come Back"
  • Dean DeLeo - Guitar on "Better"
  • Steve Brewster - Drums on "Caroline" & "Why Can't We"
  • John Brockman - Drums on "Long Lost Friend" & "King of Might Have Been"
  • Yankton Mingua - Guitar on "Long Lost Friend"
  • Jack Kincaid - Guitar on "Long Lost Friend"
  • Bobby Kimball - Background Vocals on "Caroline"
  • Joseph Williams - Background Vocals on "King Of Might Have Been"

    Produced by Jay DeMarcus
    Recorded by Jeff Balding, James Matchack, Jay DeMarcus, Ben Fowler, Sean Neff.
    Assisted by Jed Hackett, Jay Goin, David Fricks, Aaron Walk, Tony Zeller, Jody Sappington

    Recorded at EMERALD ENTERTAINMENT, Nashville, TN;
    GLENWOOD PLACE STUDIOS, Burbank, CA;
    STUDIO J, Nashville, TN;
    CARTEE DAY STUDIOS, Nashville, TN;
    WESTLAKE RECORDING STUDIOS, Los Angeles, CA
    Overdubs Recorded at
    SOUND STAGE STUDIOS, Nashville, TN
    Background Vocals on "Better" Recorded by Chas Sanford at
    SECRET SOUND, Nashville, TN
    Digital Editing by Jed Hackett, James Matchack, Sean Neff

    "90 Degrees and Freezing", "Where Were You ?", "Feel", "Already Gone", "King Of Might Have Been", "Better", "Come To Me, Do" & "Lovin' Chains" Mixed by Jeff Balding at SOUND STAGE STUDIOS, Nashville, TN
    Assisted by Jed Hackett

    "Caroline", "Love Will Come Back", "Long Lost Friend", "Why Can't We" Mixed by James Matchack at The MUSIC HOUSE, Atlanta, GA

    Mastered by Bob Ludwig at GATEWAY MASTERING & DVD, Portland, ME
    Production Coordinator - Mike "Frog" Griffith
    HK MANAGEMENT - Peter Schivarelli
    Arranged by Jay DeMarcus & James Matchack
    Horn Arrangements by James Pankow except "Come To Me, Do" by Robert Lamm & James Pankow
    Background Vocals - Arranged by Bill Champlin & Jason Scheff

    Special Thanks:
    Peter Schivarelli, Howard Kaufman, Irving Azoff, Steve Brumbach, Lynda Lou Bouch, Debbie Aronofsky, Laurie Gorman, David Millman, Howard Rose, Steve Smith, Brett Kaufman, Denny Rosencrantz, Bruce Kapp, David Lande, Brad Fisher, Tom Cuddy, Jim Ryan, our friends at RHINO / WARNER BROS. especially Scott Pascucci, Tom Whalley, Mike Engstrom, Hugh Brown, John Adams, Rachael Bickerton, Kevin Gore & Steve Woolard, Rick Mozenter, Amie O'Connor, Jay DeMarcus and the members of RASCAL FLATTS, Steve Zap, Dan Weiner, Mike Restivo, Geoff Tarakjian, Bob Dillon and The CTA FAN CLUB

    In memory of Hank Steiger: Thank you for a lifetime of friendship, service and loyalty.

    Producer Wishes to Thank:

    All the guys for one of the most incredible musical experiences of my life. It's so refreshing to see that true talent still exists. I'm so honored to be a small part of an extraordinary career. James thanks for being my right hand. My wife Allison for standing by me, always. My Father God for the gift of music and for people that make it the way these boys do !

      Robert Lamm plays YAMAHA Keyboards exclusively.
      Bill Champlin uses KORG CX-3 & Triton Keyboards.
      Jason Scheff plays LAKLAND Basses, uses LINE 6 Amplification & GHS Strings.
      Tris Imboden
      Thanks John Good & Don Lombardi at DW Drums & Hardware, everyone at AVEDIS ZILDJIAN Cymbals, VIC FIRTH Sticks, Kim Graham and everyone at GIBRALTAR Hardware, Matt Connors and everyone at REMO Drum Heads, Fred Beato at BEATO Bags.
      Keith Howland would like to
      Thank James Tyler, Tom Anderson, John Suhr, FENDER & GIBSON Guitars, TAYLOR Guitars, EGNATER Amplification, VHT Amplification, Nady Electronics, Bob Bradshaw and David Friedman.
      Keith Howland uses ELIXIR Strings exclusively.

    Representation:

    HK MANAGEMENT
    Howard Kaufman & Peter Schivarelli
    9200 Sunset Blvd. #530
    Los Angeles, CA 90069

    RASCAL FLATTS appear courtesy of LYRIC STREET RECORDS
    Shelly Fairchild appears courtesy of
    SONY RECORDS


    XXX Marks The Spot

    On the final page of this booklet, you'll see a picture of the glorious Chicago skyline, with Meigs Field in the foreground. A city landmark, Meigs Field closed in 2003 and reopened in the summer of 2005 as a state-of-the-art concert venue under its original name - Northerly Island. With great pride, CHICAGO accepted the invitation to give the inaugural performances. Since its inception in 1967, CHICAGO has been asked to perform this honor in more than a few concert halls around the world, but nowhere is it more special than back home. By personal request of the Mayor of Chicago and the Governor of Illinois, CHICAGO was the first to play Navy Pier, which has become the city's biggest tourist attraction. CHICAGO was also one of the first to play the Taste of Chicago, a defining part of each summer in the city.
    Success is often defined in commercial terms, and CHICAGO has certainly succeeded by this measure, but the band members take greater pleasure in having had the chance to give back to the city they love. Their charitable works around the country are many, but three of the long-lasting highlights are the perpetual scholarship they endowed in Terry Kath's name at DePaul University's School of Music, the band's key involvement in raising awareness to keep the Lincoln Park Zoo free for all to enjoy, and the ongoing fundraising on behalf of the Coach Ara Parseghian Medical Research Foundation for Neimann-Pick Type — disease.
    Now, nearly 40 years after meeting in Walt Parazaider's Northside apartment, CHICAGO steps strongly to the future with 'Chicago XXX', the long-awaited new studio album that you hold in your hands. If you look again at the picture of Meigs Field, you'll notice the Xs on the runway that caught Robert Lamm's attention, a perfect foreshadowing of CHICAGO's own 'XXX' to follow. Lee Loughnane and James Pankow were similarly intrigued. What was once a unique lakefront airport has become an even more unique lakefront concert venue, set against the Chicago skyline ó a symbol of imagination and growth.

    continues to be a true ambassador for their beloved hometown, carrying the city's name with pride and dignity around the world.





    1. Feel (Hot Single Mix)

      So everybody's pulling you in all directions
      You don't know how much longer to take it
      So you've learned how to fake it

      That smile on the outside's fading fast
      Like the things that you thought for sure would last
      But they didn't
      You know something's missing
      Is it your life you're not living?
    Chorus:

    Your heart is cold, your soul is numb
    You don't like who you've become
    You played the game and paid the cost for long enough
    So grab the reins, yeah, take the wheel
    Lose what's not and keep what's real
    It's not too late,
    Just close your eyes and feel, feel

      You can't tell if you're happy or sad
      Can't tell the good from bad
      It's senseless
      To waste your senses
      Maybe stop thinking with your head
      Start using your heart instead
      Just try it
      You just might like it
      Aren't you dying to start livin'?
    Chorus
      Every breath that's going thru you
      Take each day that's given to you
      To love back the ones who love you
    Chorus
      You can't tell if you're happy or sad
      Can't tell the good from the bad
      Feel and stop thinking with your head
      Start using your heart instead

      Your heart is cold, your soul is numb
      Yeah, yeah, yeahÖ.
      Youíve played the game for long enough, oh, no, no,
      Everybodyís pulling you in all directions.

    2. King Of Might Have Been

      What have I done?
      And why do people run away
      From what they really want?
      SheÖ she was the one
      I know it now, just like a blind man
      feels the setting sun.

      Once Upon A Time
      I had everything I ever wanted
      Everything I'd need
      The more she tried to give me
      The more I took for granted
      Her majesty, and I canít believe...
    Chorus:

    Oh, itís really over now
    And Iíve got to live without
    The love Iíll never have again

      If this is what losing means
      Well, then Iíve lost everything
      Now Iím theÖ King of Might Have Been.

      Iím all alone
      With a hundred percent of nothing now
      Just a Fool upon his throne,
      SheísÖ sheís moving on
      Sheís gonna be somebodyís everything
      And I hope that he knowsÖ

      That all she ever needed
      Was the chance to be completed
      And to feel the light of love,
      What should've been, what could've been,
      Doesnít matter now
      Sheís history
      And I canít believeÖ
    Chorus
      If I could do it all again
      I would never let it end
      I'd fight for us
      If I just had one more chance
    Chorus

    3. Caroline

      Caroline ... Caroline

      Thereís always people talkin'
      It makes their world go round
      Donít mean you have to listen
      Donít let them get you down
    Chorus:

    Oh Caroline, Caroline
    Everything will be just fine
    Caroline, Caroline
    You can work it out this time !

      You know theyíre only jealous
      They want what they canít have
      (and they never will).
      Donít let it get your crazy
      ĎCause life is just too short for that
      (and that, and that, and that).

      And you know it ainít easy
      But girl, you gotta let it go.
    Chorus +
      You can work it out this time / You will find out about it just in time
      Caroline / Make your sun come out and let it shine
      Everything will be just fine, Caroline
    Chorus
      You will find out about it just in time
      Make your sun come out and let it shine!

    4. Why Canít We

      [Bill sings]

      Where did you go ?
      What happened to the life we had?
      It took an unexpected turn
      And even though we tried so hard
      We only got so far
      Oh, what did we learn?

      [Shelly sings]

      Another day
      Another night without you here
      And nothing ever seems to change
      And I know I canít escape
      Because I always see your face
      Every time I close my eyes

    Chorus:

    [Bill and Shelly sing]

    If the sun can rise above us
    Every single morning
    If the moon can turn the tide
    Of every sea
    People falling in and out of love
    Without a warning
    They get a second chance
    Then Why Canít We ?

      [Bill, Shelly]

      If thereís a way
      To let me in your world again
      And put the pieces back in place
      If we take it one day at a time
      Who knows what we may find
      Our love never went away
      And we can get stronger every day!

    Chorus
      Aren't we tired of savin' all the same old faces
      And pretending that weíre better off alone
      And maybe deep inside we both know that our place is
      Here all alongÖ here all along

      People falling in and out of love without a warning
      They get a second chance, then why canít we?
      Letís take a second chance, and then weíll see

    5. Love Will Come Back

      I donít love you anymore
      Weíve all heard those words before
      Somebody takes your heart and then
      Leaves you the pieces

      Lying shattered on the floor
      They say that when you close a door
      Another one is waiting there
      For you to open... if you believe!
    Chorus:

    Love will come back
    Hit you when you least expect it
    Fill in the cracks
    Of a broken heart you thought
    That you could never mend
    You, you can start again !

      When youíre barely getting by
      And itís hard to find the strength to try
      And loneliness is all youíve known
      If you let go... then you will find...
    Chorus
      Oh, when you think youíve lost the only way
      All you really need
      Is a little faith
    Chorus
      Just let love return to you
      You can start again!

    6. Long Lost Friend

      The moment that we met
      There was something so familiar
      I felt like Iíd known you for a thousand years
      And there inside your eyes
      I saw a light that Iíd been missing

      Somewhere deep inside
      All of the lonely disappeared
      And, baby, now youíre here
      I feel like I have found
    Chorus:

    A long lost friend
    That Iíve lived for all my life
    A gentle hand
    A part of me Iíve been trying to find
    And now youíre here
    And the search comes to an end
    Iíve found my long lost friend

      Every move I make
      Is to the rhythm of your heartbeat
      Every single breath you take
      You take with me

      Oh, I ask myself
      How did I ever live before you?
      You came into my life
      And put all the pieces into place
      When I saw your face
      I knew that I had found...
    Chorus
      Like a storm out of the blue
      Love rained down on me and you
      So complete and so unexpectedly
      Like a movie in my mind
      Iíve seen a hundred times
      I feel like, Iíve loved you before...
      Long Lost Friend.

      Now youíre here
      And the search comes to an end!

      Long lost friend
      That Iíve lived for all my life
      A gentle hand
      Youíre a part of me I was dying to find
      And now youíre here
      And the search comes to an end...
      Iíve found my long lost friend
      Iíve found my long lost friend...

      Oh, now Iíve found you
      My lost friend ... oh

    7. 90 Degrees And Freezing

      Here I am
      In this broken town
      Missing you
      Wishing you were still around

      Streets are full of people, happy
      Heading on their way
      Why am I the only one
      Whoís COLD on such a pretty day?
    Chorus:

    90 degrees and freezing
    Iím out here on my own
    I canít shake this feeling
    That Iím really all alone
    The Sun way up there shining
    But down here on the ground
    Itís 90 degrees and freezing !

      Right or wrong
      This is how it is,
      The love that kept me warm
      Well, now itís his...

      I remember how the heat in your eyes
      Helped me find my way
      How can I be left so cold inside
      On such a pretty day...
    Chorus

    Chorus again

    8. Where Were You ?

      Where were you?
      When I was following someone
      I should have been fallin' in love with you

      I was doing all right in my own little world
      Suddenly you were there
      Upside down, turned around
      Wasnít looking for anything new

      I've got the heart and the hand of a sweet little girl
      I just have to be fair
      But my heart it canít hide
      What itís feeling inside
      When itís true
    Chorus:

    Where were you?
    When I was following someone,
    I should have been falling in love with you
    And now, itís too late!
    'Cause my heart is true
    I gave it away, now, Iím looking behind me
    And dreaming of you
    Are we stronger than fate ?

      I ainít askin' you to save me
      Iím a weaver of my own web
      I donít know what to do,
      But just try to get on with my life

      Where were you?
      When I was following someone,
      I should have been falling in love with you
      And now, itís too late!

      'Cause my heart is true
      I gave it away, now, Iím looking behind me
      And dreaming of you
      Are we stronger than fate?

      Are we two lovers
      Who found each other
      Just a moment too late
      Are we stronger than fate?
      We'll never know!
    Chorus

    9. Already Gone

      Baby, I may never know exactly what youíre feelin'
      But Iíve seen you on another roll
      Maybe Iím that last to see the glances youíve been stealing
      What youíre looking for is takin' its toll

      No guarantees, so baby please
      Got to keep the sugar coating to yourself
      Either stay with me, or set me free
      Gotta let me get myself off the shelf

      Iíve been here, itís all clear...
      Youíve already gone
      And I know
      'Cause it shows
      Youíre already gone!

      And youíre already gone
      Down the road
      All on your own
      Check please, Louise
      What did I expect?

      And youíre already gone
      Down the road
      Ainít nobody home
      Check please, new squeezev Thank you very... NEXT!

      And so, now, we find ourselves
      Exactly where we started
      Tryin' to fall in love with somebody else
      Donít know how to play this game
      And not be broken-hearted
      And I canít believe the lies Iím gonna tell

      Donít lie to me, Pinocchio
      Gotta keep the sugar coating to yourself
      Baby, stay with me or let me go
      Gotta let me get myself off the shelf
      You canít hide, down inside
      Youíre already gone!

      Iíll be fine in my mind
      Youíre already gone!

      And youíre already gone, down the road
      All on your own
      Check please, Louise

      What did I expect?

      And youíre already gone, down the road
      Ainít nobody home
      Check please, new squeeze
      Thank you very... NEXT!

      And youíre already gone, down the road
      All on your own...
      Check please, new squeeze
      What did I expect?

      And youíre already gone, down the road
      All on your own...
      Check please, new squeeze
      Thank you very... NEXT!

      And youíre already gone, down the roadv All on your own...
      Check please, Louise
      What did I expect from you
      Baby, baby, baby

      And youíre already gone, down the road
      Ainít nobody home
      Check please, new squeeze
      Check please!

      I wants to thank you all very ... NEXT !

    10. Come To Me, Do

      Come to me, lonely
      Come to me, blue
      Come to me, weary
      Come to me, do!
      Yeah, yeah...

      I will refresh you
      Come to me, do
      Come to me, often
      I'll come to you
      I'll come to you

      Always in my heart
      Always a song
      This is the good part
      Youíll always know where you belong

      Come to me, darling
      Ooh, baby
      Come to me, darling

      Come to me, happy
      Come to me, bad
      Come to me, looking
      What you ainít had

      I will sustain you
      Come to me, do
      Come to me, often
      I come to you
      I come to you

      You are the kind one
      Iíve waited so long
      How does one find one?
      You always know where you belong

      Come to me, darling
      Ooh, ooh, baby
      Come to me, darling

      Come to me, darling
      Come to me, darling
      Come to me, darling ...

    11. Loviní Chains

      Moved out west just to get away
      Miles of sky and empty space
      Mirrors my soul
      Iím out here on my own

      I got a new job and a couple new friends
      Thereís even someone special,
      I think I could start again
      But every time we touch
      It reminds me of us, and...
    Chorus:

    Every time I close my eyes
    To go to sleep at night
    I wake up and I see your face
    Even in my dreams
    I canít get anyplace
    I canít shake off your loviní chains
    Your loviní chains ...

      So I moved back east just to face my tears
      To say what needs sayiní before you disappear
      But old friends say youíre gone
      Long since moved on, now...
    Chorus
      I think Iím never gonna climb this mountain
      Of my feelings for you
      Iím gonna have to live here in your shadow
      Until the skies are no longer blue!
    Chorus

    12. Better

      You can count on a number of things
      Like tomorrow the sunís gonna shine
      Thereíll be flowers in spring time
      Poets will make rhymes
      Couples in moonlight are so ripe to fall

      Fallin' in love, such a natural thing
      Thereís a look in that one personís eyes
      And the moment we know it
      We donít want to blow it
      So we get way too careful and it all slips away

      Youíve always told me
      You can do better
      And something would always come along,
      And so I listened, down to the letter
      'Til somebody better came along

      YouÖ you can do better
      Talkin' to you, you, you, you...
      You gotta do better!

      Now I feel like Iím swimming upstream
      When the current is running so strong
      Iím a fish out of water
      The first time I saw you
      Couldnít keep it together
      Donít care if Iím wrong
      But it seems like forever
      Since we got along

      Youíve always told me
      You can do better
      And something would always come along
      And so I listened, down to the letter
      'Til somebody better came along

      You said it so often
      You thought Iíd believe it
      That I was always doiní it wrong,
      But you always said that
      You could take it or leave it
      So, somebody better came along!
    (Repeat last two verses)
      You... You can do better, better.
      Talkiní to you, you, you ...
      You gotta do better !