Tracklist front / back album covers
1. "Take Me Away" 2:57
2. "Together" 3:14
3. "Don't Tell Me" 3:21
4. "He Wasn't" 2:59
5. "How Does It Feel" 3:44
6. "My Happy Ending" 4:02
7. "Nobody's Home" 3:32
8. "Forgotten" 3:16
9. "Who Knows" 3:30
10. "Fall to Pieces" 3:28
11. "Freak Out" 3:11
12. "Slipped Away" 3:33
Total length: 40:47
Avril Lavigne Band Members / Musicians
Avril Lavigne – lead vocals, background vocals, guitar (12)
Kenny Aronoff – percussion (6, 10), drums (6, 10)
Josh Freese – drums (1, 8)
Victor Lawrence – cello (5, 12)
Butch Walker – acoustic guitar (6), bass (3, 6, 11), percussion (3, 11), piano (6), electric guitar (3, 6, 11), keyboards (3), background vocals (3)
Michael Ward – guitar (1–2, 8)
Patrick Warren – strings (6), keyboards (6), Chamberlin (6)
Phil X – guitar (4–5, 9–10)
Brooks Wackerman – drums (2, 7)
Raine Maida – keyboards (5, 9), guitar (10, 12)
Chantal Kreviazuk – piano (2), keyboards (5)
Mike Elizondo – bass (4)
Brian Garcia – percussion (4–5, 10, 12)
Sam Fisher – violin (5)
Samuel Formicola – violin (12)
Mark Robertson – violin (5, 12)
Kenny Cresswell – drums (3)
Shanti Randall – viola (5)
Jason Lader – bass (5, 9–10, 12)
Bill Lefler – drums (4–5, 9, 12)
Static – keyboards (2)
Jon O'Brien – keyboards (1, 7–8)
Nick Lashley – guitar (10)
Evan Taubenfeld – acoustic guitar (3, 11), drums (11), electric guitar (3, 11), background vocals (3, 11)
Ben Moody – guitar (7)
Alma Fernandez – viola (12)
Avril Lavigne – string arrangements (5)
David Campbell – string arrangements (7)
Don Gilmore – production (1–2, 7–8)
Tom Lord-Alge - mixing (3–7, 9–12)
Randy Staub - mixing (1–2, 8)
Butch Walker – programming (3, 6, 11), producer (3, 6, 11)
Raine Maida – producer (4–5, 9–10, 12), digital editing (5, 9, 12), string arrangements (5, 12)
Chantal Kreviazuk – string arrangements (5, 12)
John Rummen – art direction, design
Leon Zervos – mastering
Brian Garcia – digital editing (4–5, 9–10, 12)
Dan Certa – additional engineering (1–2, 7–8), editing (1–2, 7–8)
Kim Kinakin – art direction, design
Jason Lader – programming (5, 9–10, 12), digital editing (4–5, 9–10, 12)
Dan Chase – Pro Tools engineering (6)
Jon O'Brien – programming (1–2, 7–8)
Static – programming (2)
Christie Priode – production coordinator (6, 11)
Under My Skin is the 2nd studio album by Canadian singer-songwriter Avril Lavigne. It was released on May 19, 2004, by Arista Records and RCA Records. Lavigne wrote most of the album with singer-songwriter Chantal Kreviazuk, who invited her to a Malibu in-house recording studio shared by Kreviazuk and her husband Raine Maida, where Lavigne recorded many of the songs. The album was produced by Maida, Don Gilmore, and Butch Walker. It is Lavigne's final album to be released on Arista, as she departed the label after its release.