Recorded：June 13-15, 1973
Donald Byrd - trumpet
Roger Glenn - flute
Jerry Peters - piano, electric piano
Fonce Mizell - clavinet, trumpet, vocals
Fred Perren - synthesizer, vocals
David T. Walker - guitar
Chuck Rainey - electric bass
Harvey Mason - drums
King Errisson - congas and bongos
Stephanie Spruill - percussion
Larry Mizell - vocals, arranger, conductor