Produced by Bobby Terry and Jon Goodwin

• Jon Goodwin: Lead Vocals, Acoustic Guitar

• Bobby Terry: Drumage, Electric and Acoustic Guitars, All Keyboards, Bass

• Terry McMillan: Percussion, Harmonica

• Danny Frazier: Background Vocals

• Tareva Henderson: Background Vocals

• Nanette Britt: Background Vocals

• Jeff Allen: Background Vocals

• Jonathan Yudkin: Cello

• John Keane: Drums (Whip Down)

• Buzz Feiten: Electric Guitar (Whip Down)

• Glen Gerard: Keyboard

• Will McGregor: Bass (Whip Down)