tracks 2, 4 arranged by, keyboards, programmed by Lou Forestieri
tracks 1, 2, 3, 4, 5, 6, 7, 8, 9 bass Jimmy DeJulio
tracks 1 clarinet Eddie Daniels
tracks 1, 3, 7, 9 drums Roy McCurdy
tracks 2, 5, 6, 8 percussion Chris Trujillo
tracks 2, 5, 6, 8 percussion, drums Jim DeJulio, Jr.
tracks 2, 6 piano David Benoit
tracks 5, 8 piano Paul Smith
tracks 1, 3, 7, 9 piano Wally Minko
trombone Bill Watrous
tracks 3, 9 trumpet Glenn Zottola