arranged by, conductor Horace Ott
art direction Dick Smith
tracks a4, b1, b2 bass [fender] Bob Cranshaw
tracks a1 to a3, a5, b3, b4 bass [fender] Chuck Rainey
congas, vibraphone Jack Jennings
cover [cover art] Barton Beneš
tracks a4, b1, b2 drums Jimmy Johnson
tracks a1 to a3, a5, b3, b4 drums Leo Morris
engineer Don Hahn
engineer [director of engineering] Val Valentin
featuring [strings] The Winston Collymore Strings
flute, tenor saxophone Arthur Clarke
flute, tenor saxophone George Marge
guitar, vocals George Benson
harmonica Buddy Lucas
liner notes Del Shields
photography by [cover photo] Stephen Stuart
piano [celeste] Paul Griffin
producer Esmond Edwards
trombone Garnett Brown
trumpet Clark Terry
tracks a3, b4 vocals The Sweet Inspirations
Manufactured By MGM Records Division
Record Company Metro-Goldwyn-Mayer, Inc.
Recorded At A&R Studios
Recorded at A&R Studios in New York City in November, 1968.
The Sweet Inspirations appear by courtesy of [l98679].

Matrix / Runout: MGS 1908 (Side A label)
Matrix / Runout: MGS 1909 (Side B label)
Matrix / Runout: V6-8771 SIDE-1 MGS-1908 (Side A runout area, etched)
Matrix / Runout: V6-8771 SIDE-2 MGS-1909 (Side B runout area, etched)