Summary:
The sophomore album for the dance pop group includes guest appearances by Snoop Dogg, R Kelly, Missy Elliot, and Polow da Don.
Track Listings
| 01 | Barely Breathe | 12 | In Person |
| 02 | Don't Wanna Fall In Love | 13 | I Hate This Part |
| 03 | Space | 14 | Played |
| 04 | Whatever Happens | 15 | I'm Done |
| 05 | Watchamacallit | 16 | Whatcha Think About That |
| 06 | Takin' Over The World | 17 | Fly the World |
| 07 | Elevator | 18 | When I Grow Up |
| 08 | If I Were a Man | 19 | Bottle Pop |
| 09 | Until U Love U | 20 | Psycho |
| 10 | Lights, Camera, Action | 21 | Away |
| 11 | Hush Hush |