Scott Jeppesen - Tenor Saxophone and Melodica

Larry Koonse - Guitar

Josh Nelson - Piano and Keyboards

Dave Robaire - Bass

Dan Schnelle - Drums

Bob Sheppard - Tenor Saxophone (Track 10)

Produced by Scott Jeppesen and Bob Sheppard

Recorded at Tritone Recording by Talley Sherwood

Mixed by Talley Sherwood

Mastered by Bob Boykin