Bass – Abraham Laboriel (tracks: A2 to B3), Marcus Miller (tracks: A1)
Bass Clarinet [Solo] – John Phillips (tracks: B3)
Cover, Painting, Artwork By – Laddia Holly
Drums – Bob Wilson (tracks: A2 to B3), Steve Gadd (tracks: A1)
Engineer – Rik Pekkonen
Guitar – David Spinozza (tracks: A1), Dean Parks (tracks: A2 to B3)
Guitar [Solo] – Phil Upchurch (tracks: A3)
Horns – Bill Reichenbach (tracks: A1, A3 to B3), Chuck Findley (tracks: A1, A3 to B3), Dick Hyde (tracks: A1, A3 to B3), Ernie Watts (tracks: A1, A3 to B3), Jerry Hey (tracks: A1, A3 to B3), Larry Williams (tracks: A1, A3 to B3), Steve Madaio (tracks: A1, A3 to B3)
Keyboards [Acoustic, Electric, Synthesizer] – Joe Sample
Lacquer Cut By – JA
Mastered By – Bernie Grundman
Mixed By – Galen Senogles (tracks: A1, A3 to B3), Rik Pekkonen (tracks: A2), Wilton Felder (tracks: A1, A3 to B3)