Peter Erskine – drums
Alan Pasqua – piano, electric piano
Scott Colley – bass

with guests
Kate Lamont – vocals (on “Poetry Man”)
Bob Sheppard – saxophones (on “Poetry Man” and “Leaving LA”)
Brian Kilgore – percussion (on “Poetry Man”)

Produced by Peter Erskine and Josephine Pangilinan

Recorded at Reelsounds Studio, Skokie, IL
Engineered by Anthony Gravino
Assistant engineered by Brandon Schnake
Mixed & mastered by Anthony Gravino at High Cross Sound, Urbana, IL
Poetry Man vocals and saxophones engineered by Aaron Walk at Puck Productions, Santa Monica, CA
Vinyl mastered by Jeff Powell, at Take Out Vinyl
Album cover designed and painted by Flournoy Holmes