Kelly Willis

Kelly Willis is the third album from the Austin, Texas-based singer. There were a couple of minor Billboard hits in the #63 "Heaven's Just a Sin Away" (covering a 1977 #1 hit for The Kendalls) and the #72 "Whatever Way the Wind Blows." Also of note is a duet with Kevin Welch, "That'll Be Me." Tony Brown produced the album, with co-production by Don Was and John Leventhal on the tracks "Get Real" and "Shadows of Love". Track listing "Take It All Out on You" (Bruce Robison, Mas Palermo) – 2:33 "Heaven's Just a Sin Away" (Jerry Gillespie) – 2:30 "One More Night" (Palermo, Charlie Robison) – 3:17 "That'll Be Me" [with Kevin Welch] (Kevin Welch) – 4:23 "Whatever Way the Wind Blows" (Marshall Crenshaw) – 3:23 "Get Real" (Kelly Willis, John Leventhal) – 2:56 "I Know Better Now" (Jim Lauderdale) – 3:48 "Up All Night" (Libby Dwyer) – 4:06 "World Without You" (Willis, Paul Kennerley) – 3:17 "Shadows of Love" (Willis, Leventhal) – 4:02 Personnel Richard Bennett - acoustic guitar Billy Bremner - electric guitar Dan Dugmore - steel guitar Andrew Gold - background vocals Mike Henderson - electric guitar, mandolin Jellyfish (band) - background vocals Kieran Kane - bouzouki, mandolin, background vocals Fats Kaplin - accordion, fiddle, flute John Leventhal - acoustic guitar, electric guitar, organ, percussion, piano Roger Joseph Manning Jr. - background vocals Jonell Mosser - background vocals Michael Rhodes - bass guitar Harry Stinson - drums, background vocals Andy Sturmer - background vocals Benmont Tench - keyboards Don Was - bass guitar Kevin Welch - acoustic guitar and duet vocals on "That'll Be Me" Kelly Willis - lead vocals, background vocals Glenn Worf - bass guitar