Sundown is the ninth studio album by Richard Marx that was released digitally on October 31, 2008. Sundown was released along with Emotional Remains.

This CD was never released as a commercial product. It was only available on Richard's personal web site for a limited time.

1. "Have a Little Faith" (Marx) – 4:45
2. "First Time Ever I Saw Your Face" (Ewan MacColl) – 4:30
3. "Suddenly" (Marx) – 4:44 (duet with Toni Braxton)
4. "To My Senses" (Marx) – 4:56
5. "Wild Horses" (Mick Jagger, Keith Richards) – 6:06
6. "Loved" (Marx) – 3:39
7. "Can't Stop Crying" (Marx) – 4:16
8. "And I Love Her" (John Lennon, Paul McCartney) – 3:34 (duet with Vince Gill)
9. "Always on Your Mind" (Marx, Matt Scannell) – 4:57
10. "In This All Alone" (Marx) – 3:26
11. "Everything I Want" (Marx) – 5:23
12. "Ordinary Love" (Sade Adu, Stuart Matthewman) – 7:08

• Greg Bissonette – drums
• Steve Brewster – drums
• Tom Bukovac – guitars
• Cliff Colnot – string arrangements
• J.T. Corenflos – guitars
• Bruce Gaitsch – guitars
• Mark Hill – bass guitar
• Steve Hornbreak – keyboards
• Dann Huff – guitars, producer
• Sean Hurley – bass guitar
• Michael Landau – guitars
• Kevin Marks – electric guitar
• Richard Marx – producer, arrangements, lead and background vocals, acoustic guitar, funk guitar, gut-string guitar, electric guitar, piano, keyboards, drum programming, synth bass, strings
• Hector Pereira – gut-string guitar
• Randy Pierce – guitars
• Matt Scannell – guitars
• Jimmie Lee Sloas – bass guitar
• Michael Thompson – guitars
• C.J. Vanston – drum programming, synth programming
• Jonathan Yudkin – cello, strings

• Jessica Andrews
• Richard Marx

• David Cole
• Chip Matthews
• Justin Neibank
• Mat Prock

• Jessica Andrews
• Toni Braxton
• Cliff Colnot
• Vince Gill
• Matt Scannell

• Album marks the first time songs that Marx did not write or co-write appeared on an American release
• This is Marx's first studio album in which Fee Waybill does not contribute as a co-writer
• This is Marx's second studio album to not have released a single
• There is no personal dedication listed on this album
• "Have A Little Faith", "Suddenly" (as a solo track) and "To My Senses" would appear on Beautiful Goodbye, Marx's 2014 release.