Acoustic Guitar David Spinozza (Tracks: A4, B3)
Backing Vocals David Lasley (Tracks: A1, B3), Diva Gray (Tracks: A1, B3), Gordon Grody (Track: A3), Kim Carlson (Track: A3), Luther Vandross (Tracks: A1, B3)
Banjo, Steel Guitar [Pedal] Eric Weisberg (Track: B2)
Bass Anthony Jackson (Tracks: A1, A2, A4 to B5), Eddie Gomez (Track: A3), Michael Moore (Track: A3)
Cello Beverly Lauridson (Track: A3), Charles McCracken (Track: A3), Jesse Levy (Track: A3)
Clavinet, Electric Piano [Fender Rhodes], Synthesizer Warren Bernhardt (Track: B1)
Concertmaster David Nadien (Track: A3)
Drums Rick Marotta (Tracks: A1, A4, B2 to B4), Steve Jordan (Tracks: A2, B1, B5)
Electric Guitar David Spinozza (Track: A2)
Electric Piano Leon Pendarvis (Track: B2), Rob Mounsey (Tracks: A2, B4, B5)
English Horn, Flute George Marge (Track: A3)
Flute David Tofani (Track: A3), George Young (Track: A3)
French Horn John Trevor Clark (Track: A3), Sharon Moe (Track: A3)
Harp Margaret Ross (Track: A3)
Lead Guitar David Spinozza (Tracks: A1, B1, B2, B4, B5)
Percussion David Carey (Track: A4), Gary Mure (Track: A4), Mike Mainieri (Track: B2), Rubens Bassini (Track: B1)
Piano [Acoustic] Don Grolnick (Track: B2), Leon Pendarvis (Tracks: A1, A2, B3), Warren Bernhardt (Tracks: A4, B5)
Producer David Spinozza, Mike Mainieri
Rhythm Guitar Joe Caro (Tracks: A1, A2, B1, B2, B4, B5)
Saxophone David Tofani (Track: B4), David Sanborn (Track: B4), George Young (Track: B4), Michael Brecker (Track: B4), Ronald Cuber (Track: B4)
Scat [Scat Vocals] Kim Carlson (Track: B4)
Synthesizer [Polymoog] Mike Mainieri (Tracks: A1, A2, B2)
Tenor Saxophone Michael Brecker (Track: B3)
Trombone Barry Rogers (Tracks: A3, B4), David Taylor (Tracks: A3, B4), Wayne Andre (Tracks: A3, B4)
Trumpet Alan Rubin (Track: A3), Jon Faddis (Tracks: A3, B4), Lew Soloff (Track: B4), Randy Brecker (Track: A3, B4)
Tuba Tony Price (Track: A3)
Vibraphone [Vibes] Mike Mainieri (Track: B4)
Viola Barry Finclair (Track: A3), Emanuel Vardi (Track: A3), LaMar Alsap (Track: A3), Selwart R. Clarke (Track: A3), Sue Pray (Track: A3), Theodore Israel (Track: A3)
Violin Anahid Ajemian (Track: A3), Gerald Tarack (Track: A3), Guy Lumia (Track: A3), Harold Kohon (Track: A3), Harry Lookofsky (Track: A3), John Pintavalle (Track: A3), Lewis Eley (Track: A3), Lucy Chapman Staltzman (Track: A3), Mathew Raimondi (Track: A3), Ora Shiran (Track: A3), Paul Gershman (Track: A3), Peter Dimitriades (Track: A3), Richard Hendrickson (Track: A3), Richard Sortomme (Track: A3), Sanford Allen (Track: A3), Tony Posk (Track: A3)
Vocals David Spinozza (Track: A4)
Xylophone Mike Mainieri (Track: B4)
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