Arranged By – Paul BrownBass – Larry Kempel*Drums – Lil' John Roberts*Flugelhorn – Jerry HeyGuitar – Paul Jackson Jr.Keyboards, Arranged By – Dan SheaPercussion – Lenny CastroSoprano Saxophone, Arranged By – Boney JamesTenor Saxophone – Dan HigginsTrombone – Bill Reichenbach Written-By – Dan Shea, James Oppenheim, Paul Brown

Alto Saxophone, Keyboards, Electronic Wind Instrument [Wx-7 Windsynth], Arranged By – Boney JamesArranged By – Carl Burnett*Drum Programming, Arranged By – Paul BrownGuitar – Paul Jackson Jr.Keyboards – David Torkanowsky*Percussion – Lenny CastroWritten-By – James Oppenheim, Carl Burnett*, Paul Brown

Keyboards, Synth [Nordlead], Bass, Drum Programming, Arranged By – Alex AlTenor Saxophone – Boney JamesWritten-By – Alex Al, James Oppenheim

Arranged By – Paul BrownBass [Fender Jazz] – Alex AlGuitar – Tony MaidenKeyboards – Dave TorkanowskyKeyboards, Drum Programming, Arranged By – Jeff CarruthersPercussion – Lenny CastroSoprano Saxophone, Keyboards [Wurlitzer], Arranged By – Boney JamesVocals – Maxayne Lewis*, Tony MaidenWritten-By – Chaka Khan, Tony Maiden

Guitar, Arranged By – Tony MaidenKeyboards, Drum Programming, Arranged By – Darrell SmithPercussion – Lenny CastroProgrammed By [Additional], Arranged By – Paul BrownSoprano Saxophone, Keyboards [Wurlitzer], Arranged By – Boney JamesVibraphone [Solo], Keyboards [Additional] – David Torkanowsky*Vocals – Dee HarveyWritten-By – Darrell Smith, James Oppenheim, Paul Brown

Bass – Larry Kempel*Drum Programming, Arranged By – Paul BrownDrums – Lil' John Roberts*Electric Piano – Darrell SmithPercussion – Lenny CastroTenor Saxophone, Keyboards, Arranged By – Boney JamesWritten-By – James Oppenheim

Bass – Larry Kempel*Drum Programming, Arranged By – Paul BrownDrums – Lil' John Roberts*Guitar – Paul Jackson Jr.Keyboards, Arranged By – Darrell SmithPercussion – Paulinho Da CostaStrings – David Torkanowsky*Tenor Saxophone, Arranged By – Boney JamesWritten-By – Darrell Smith, James Oppenheim, Paul Brown

Alto Saxophone, Keyboards, Arranged By – Boney JamesBacking Vocals – Bridgette Bryant-Fiddmont*Drum Programming, Arranged By – Paul BrownGuitar – Paul Jackson Jr.Keyboards – John StoddartPercussion – Lenny CastroSynth [Moog] – Daddy ShakespeareVocals [Featuring] – Al JarreauWritten-By – James Oppenheim, John Stoddart, Paul Brown, Scott Cross

Bass – Larry Kempel*Drum Programming, Arranged By – Paul BrownGuitar, Accordion – Peter WhitePercussion – Paulinho Da CostaPiano [Solo] – David Torkanowsky*Soprano Saxophone, Keyboards, Arranged By – Boney JamesWritten-By – James Oppenheim, Roberto Vally