Acoustic Guitar – Mark Hoyt (tracks: A3, B3, B5), Mike Johnson (8) (tracks: A1)
Bass – Ben Shepherd (tracks: A4, B2, B4, B6), Baker* (tracks: B5), Van Conner (tracks: A2, B1,)
Double Bass [Upright] – Barrett Martin (tracks: A3)
Drums – Barrett Martin (tracks: A3), Mark Boquist (tracks: A4, B2, B4, B6), Mark Pickerel (tracks: A2, B1)
Electric Guitar – Mark Hoyt (tracks: A2, B1, B4,), Mike Johnson (8) (tracks: A3, A4, B2 to B6)
Lacquer Cut By – KR (3)
Percussion – Barrett Martin (tracks: B1), Martin Feveyear (tracks: A5)
Piano, Flute, Organ – Steve Berlin (tracks: A2, B1)
Piano, Organ, Electric Piano [Wurlitzer] – Martin Feveyear (tracks: A3, A5, B4, B6)
Producer, Recorded By, Mixed By – Martin Feveyear
Recorded By [Additional] – Brett Eliason (tracks: B5)
Vibraphone – Barrett Martin (tracks: A2, A4,)
Violin – David Krueger (tracks: A3)
Vocals – Mark Hoyt (tracks: A5)