Paul Babelay – Vibraphone, Keyboards, Percussion, Drums (Amazing Grace) & Drum Programming

Tony Creasman – Drums

Mike Barnes – Electric & Acoustic Guitar

Eliot Wadopian – Upright & Fretless Bass

Grant Cuthbertson – Electric Bass (Simon Sez & For The Record)

Rich Willie – Trumpet/Flugelhorn

Bruce Lang – Bass/Mandolin (Sweet & Simple)

Ozzie Orengo – Afro-Cuban Percussion

Hank Lueck, Engineer and co-producer

Stephen Smith, Mastering