Peabo Bryson - vocals; Richard Horton - guitar; Vance Taylor - piano, keyboards, bg vocals; Dwight Watkins - bass, bg vocals; Jim Boling - synthesizer; Thadeus Johnson - trumpet, flugelhorn; Ron Dover- tenor saxophone; Dan Dillard - trombone; Andre Robinson - drums; Erroll Bennet - percussion; Brenda White - bg vocals; Terry Dukes - bg vocals; Yvone Lewis - bg vocals