Acoustic Bass, Bass [Tenor, Piccolo] – Brian BrombergBells [Sleigh] – Alex Acuna*Drums – Joel TaylorProgrammed By [Keyboard] – Jeff LorberTrumpet, Flugelhorn – Rick BraunWritten-By – Al Pitrelli, Brian Bromberg, Joel Taylor, Rob Mullins

Bass [Piccolo, Stereo Piccolo With Panning Strings, Fretted] – Brian BrombergDrums – Joel TaylorPiano – Rob MullinsProgrammed By [Keyboard] – Gregg KarukasTambourine – Steve Reid Voice – Sean HoltWritten-By – Brian Bromberg

Bass [Piccolo, Stereo Piccolo With Panning Strings, Fretted] – Brian BrombergDrums – Joel TaylorKeyboards – Gregg KarukasPercussion – Alex Acuna*Programmed By [Keyboard] – Jeff LorberSaxophone [Soprano] – Gary MeekWritten-By – Brian Bromberg

Bass [Piccolo, Stereo Piccolo With Panning Strings, Fretted] – Brian BrombergProgrammed By [Keyboard, Drum] – Jeff LorberSaxophone [Tenor] – Everette HarpWritten-By – Brian Bromberg

Bass [Acoustic Nylon String Piccolo, Steel String Piccolo] – Brian BrombergDrums – Joel TaylorKeyboards, Programmed By [Keyboard] – Jeff LorberSaxophone [Tenor] – Gary MeekTambourine – Steve Reid Vocals – Sean HoltWritten-By – Al McKay, Allee Willis, Maurice White

Bass [Piccolo, Stereo Piccolo With Panning Strings, Acoustic] – Brian BrombergDrums – Joel TaylorPercussion – Alex Acuna*Piano – Mitch Forman*Programmed By [Keyboard] – Gregg KarukasWritten-By – Brian Bromberg

Bass [Piccolo, Fretless With Tu Tek Power Tek Bridge, Fretted] – Brian BrombergDrums – John Robinson Piano – Joe SampleProgrammed By [Keyboard] – Jeff LorberSaxophone [Tenor] – Everette HarpWritten-By – Brian Bromberg

Acoustic Bass, Bass [Nylon String Piccolo] – Brian BrombergDrums – Joel TaylorPercussion – Alex Acuna*Piano – Rob MullinsProgrammed By [Keyboard] – Gregg KarukasWritten-By – Brian Bromberg

Bass [Piccolo, Stereo Piccolo With Panning Strings, Fretted] – Brian BrombergDrums – Joel TaylorProgrammed By [Keyboard] – Gregg KarukasSaxophone [Tenor] – Gary MeekWritten-By – Brian Bromberg

Bass [Tenor, Piccolo, Fretted], Programmed By [Drum] – Brian BrombergProgrammed By [Additional] – Gregg KarukasProgrammed By [Keyboard] – Jeff LorberSaxophone [Soprano] – Gary MeekVocals – Lori Perri*Written-By – Jimmy Jam, Terry Lewis

Bass [Tenor, Piccolo, Fretted] – Brian BrombergDrums – Joel TaylorProgrammed By [Keyboard], Keyboards – Jeff LorberSaxophone [Tenor] – Gary MeekWritten-By – Brian Bromberg

Bass [Fretless Tenor, Fretless With Tu Tek Power Tek Bridge, Piccolo] – Brian BrombergDrums – Joel TaylorKeyboards – Gregg KarukasPiano – Mitch Forman*Written-By – Brian Bromberg