arranged by [strings], conductor Jimmie Haskell
art direction Johnny Lee
backing vocals Clydene Jackson
backing vocals Julia Tillman Waters
backing vocals Maxine Willard Waters
tracks a1, b1 bass Jimmy Johnson
tracks a2, b2 bass Nathan East
concertmaster Sidney Sharp
coordinator [album] Eddie Lambert
coordinator [production] Gail Pierson
design Janet Levinson
tracks a1, b1 drum machine Robbie Buchanan
tracks a2 to a4, b2 drums Mike Baird
engineer [2nd] Bino Espinoza
engineer [2nd] Karen Siegel
engineer [2nd] Mitch Gibson
engineer [2nd] Ralph Sutton
engineer [2nd] Ross Pallone
engineer [2nd] Sabrina Buchanek
engineer [additional, recording, mixing] Ralph Sutton
engineer [additional, recording, mixing] Russ Terrana
engineer [mastering] John Matousek
engineer [recording, mixing] Tony Peluso
tracks a1, a3, b1 to b3, b5 guitar Michael Landau
tracks a3 guitar Tony Peluso
tracks a2, a4, b1, b4 harmony vocals Sam Harris
tracks a2, a4, b3, b4 keyboards Bobby Sandstrom
tracks a2, a4, b4 keyboards Michael Boddicker
tracks a1, a3 to b2, b4, b5 keyboards Robbie Buchanan
lacquer cut by John Matousek
tracks b3, b4 percussion Paulinho Da Costa
photography by Ron Slenzak
producer Steve Barri
producer Tony Peluso
Recorded At Sound Castle Recorders, Los Angeles
Recorded At Motown/Hitsville U.S.A. Recording Studios
Recorded At Larrabee Sound Studios
Recorded At Flores Recording Studios
Mastered At Motown/Hitsville U.S.A. Recording Studios
Distributed By MCA Distributing, Inc.
Phonographic Copyright (p) Motown Record Corporation
Copyright (c) Motown Record Corporation
Published By De Walden Music
Published By T.S.O.M. Music
Published By Music Corporation of America
Published By Macaluso Music
Published By Blue Dolphin Music
Published By Broozertoones, Inc.
Published By Donna Weiss Music
Published By 50 South Music
Published By Satisfied Music
Published By Al Gallico Music Corp.
Published By Jobete Music Co., Inc.
Published By Scaramanga Music
Published By Rare Blue Music
Published By Stone Agate Music Division
Published By Blue Midnight Music
Published By CBS Feist Catalog Inc.
Paulinho Da Costa appears courtesy of Pablo Records
Michael Boddicker appears courtesy of Bodifications, Inc.

Recorded in California, at
Sound Castle, Los Angeles
Motown / Hitsville U.S.A. Recording Studios, Hollywood
Larrabbee Sound, Hollywood
Flores Recording Studios, North Hollywood

Published by
A1 DeWalden / T.S.O.M. / Music Corp. Of America / Macaluso Music / Blue Dolphin Music (BMI)
A2, A4 Broozertoones, Inc. / Donna Weiss Music (BMI)
A3 50 South Music / Donna Weiss Music / Satisfied Music (BMI)
A4 Broozertoones, Inc. (BMI)
B1 Al Gallico Music Corp. (BMI)
B2 Jobete Music Co., Inc / Scaramanga Music / Rare Blue Music (ASCAP)
B3 Stone Agate Music Division (ASCAP)
B4 Blue Midnight Music (ASCAP)
B5 CBS Feist Catalog, Inc. (ASCAP)

℗ © 1984 Motown Record Corporation
Printed in U.S.A.

Rights Society: BMI
Rights Society: ASCAP
Barcode: 0 5010-96103-1 (Text)
Matrix / Runout: 6103MLA (A side label)
Matrix / Runout: 6103MLB (B side label)
Matrix / Runout: 6103ML-A-15B 2HW#12 jm 004 (Runout A)
Matrix / Runout: 6103ML-B-15B 2HW#12 jm 004 (Runout B)
Matrix / Runout: 6103ML-A-1SB ZHW#12 JW 005 (Runout A)
Matrix / Runout: 6103ML-B-1SA ZHW#12 JW 005 (Runout B)