alto saxophone George Dorsey
alto saxophone Johnny Mince
baritone saxophone Eddie Barefield
bass George Duvivier
clarinet Eddie Barefield
conductor Sy Oliver
drums Cozy Cole
guitar Everett Barksdale
piano Horace Henderson
tenor saxophone Budd Johnson
tenor saxophone Fred Williams
trombone Henderson Chambers
trombone Mort Bullman
trumpet Bernie Privin
trumpet Dick Vance
trumpet Tony Faso
vocals Billie Holiday
Recorded Decca Studios, NYC, August 29, 1949.