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Drums – Harvey MasonElectric Bass – Marcus MillerElectric Guitar [Classical], Keyboards – Doc PowellWritten-By – Doc Powell

Bass Clarinet, Soprano Saxophone – Benny MaupinDrums – Harvey MasonElectric Guitar – Doc PowellPiano [Acoustic] – Patrice RushenWritten-By – Doc Powell

Arranged By [String] – Nat Adderley Jr.Backing Vocals – Alex Brown, Daryl Phinessee, Sandy St. JamesBacking Vocals, Arranged By [Vocal] – Luther VandrossBass Guitar – Keith TaylorDrum Programming – Terry Baker Electric Piano [Rhodes], Synth – Bobby SparksGuitar – Doc PowellStrings – Shaun MartinWritten-By – Alfred W. Cleveland, Marvin P. Gaye, Obie R. Benson

Drums – Lavalle BellElectric Bass – Sekou BunchElectric Guitar, Synth [Bass] – Doc PowellElectric Piano [Rhodes] – Tim CarmenPiano [Acoustic] – Patrice RushenWritten-By – Bobby Womack

Alto Saxophone, Soprano Saxophone, Tenor Saxophone – Ron BrownDrums – Harvey MasonElectric Bass [Guitar] – Dwayne (Smitty) SmithElectric Guitar – Doc PowellElectric Piano [Rhodes] – Reggie RoyalWritten-By – Doc Powell

Acoustic Guitar – Doc PowellDrums – Lavalle BellElectric Bass – Sekou BunchElectric Piano [Rhodes] – Thomas McMoranPercussion – Erik ZoblerWritten-By – Doc Powell

Drums – Land RichardsElectric Bass – Keith Taylor Electric Guitar, Instruments [All Other] – Doc PowellScat [Vocal] – Carolyn WhiteWritten-By – Doc Powell

Backing Vocals – Carol Dennis, Alice Jean Witherspoon, Kristle Murden, Ricky Nelson, Vonciele FaggettBacking Vocals, Contractor – Geary LanierElectric Bass – Marcus MillerElectric Guitar [Classical] – Doc PowellElectric Piano [Rhodes] – George DukeWritten-By – Jonathan G. Lind, Maurice White

Electric Guitar [Classical], Instruments [Additional] – Doc PowellWritten-By – Doc Powell

Drums – Land Richards, Lavalle BellElectric Guitar, Synth [Bass], Keyboards – Doc PowellElectric Piano [Rhodes] – Thomas McMoranPercussion – Erik ZoblerWritten-By – Doc Powell