- Benny Mardones – lead vocals (1–11), backing vocals (5, 7, 10)
- David Barry – guitar (1)
- Shaun LaBelle – synths, bass, drum programming (1)
- Rob Chiarelli – additional drum programming (1)
- Tim Owens – backing vocals (1)
- Terry Stanton – backing vocals (1)
- Barrington Henderson – backing vocals (1)
- Keith Heffner – additional programming and arrangements (2)
- Charles Fearing – guitar (2, 3, 4, 6, 8, 11)
- Terry Young – backing vocals (2–4, 6, 8–9, 11)
- Maxine Waters – backing vocals (2–4, 8–9, 11)
- Monalisa Young – backing vocals (2–4, 9, 11)
- Julia Waters – backing vocals (2–4, 8)
- Jim Ervin – orchestrations (3, 6, 8–9), programming (3, 6, 8–9), additional arrangements (4, 11), additional programming (5, 11)
- Mary Griffin – lead vocals (4)
- Tom Scott – saxophone (4)
- Jeff Porcaro – drums (5, 7)
- John Pierce – bass (5, 7)
- Duane Evans – keyboards (5, 7), backing vocals (5, 7)
- Michael Lloyd – keyboards (5, 7), backing vocals (5, 7, 8–10)
- Laurence Juber – guitar (5, 7, 9–10)
- Dave Amato – guitar (5, 7), backing vocals (5, 7)
- Debby Lytton Lloyd – backing vocals (5, 7, 9–10)
- Phillip Edwards – backing vocals (6)
- Josef Powell – backing vocals (6)
- Oren Waters – backing vocals (6)
- John Jorgenson – guitar (9)
- Maxie Anderson – backing vocals (9, 11)
- Myron Grombacher – drums (10)
- Dennis Belfield – bass (10)
| Production - Shaun LaBelle – production (1), arrangement (1)
- Dik Shopteau – recording (1)
- Anthony Jeffries – recording (1)
- Rob Chiarelli – mixing (1)
- Steve Hall – mastering (1)
- Michael Lloyd – production (2–11), arrangement (2–11), mixing (2–11), engineering (9)
- Bob Kearney – engineering (2–6, 8–11), mixing (2–11)
- Jim Ervin – engineering (2–9, 11), mixing (2–11)
- Carmine Rubino – engineering (7), mixing (7)
- James Mansfield – mixing assistance (2–11)
- Bryan Davis – mixing assistance (2–11)
- Doug Boehm – mixing assistance (2–11)
- Dave Collins – mastering (2–11), digital editing (2–11)
Other - Susan Antonishek – photography
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