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arranged by Luther Vandross
arranged by Nat Adderley Jr.
tracks a1, a2, a4 to b2, b4 bass Marcus Miller
tracks a1 chorus Alfa Anderson
tracks b1, b2, b4 chorus Brenda Russell
tracks a2, a4 to b2, b4 chorus Cheryl Lynn
tracks b1, b2 chorus Crystal Wilson
tracks a2, a4 to b4 chorus David Lasley
tracks a2, a4 to b2, b4 chorus Gene Van Buren
tracks b1, b2 chorus Irene Cara
tracks a4, b1 chorus Jimmy Salvemini
tracks a2, b3, b4 chorus Jo Ann Harris
tracks a1 chorus Lisa Fischer
tracks a1 chorus Luther Vandross
tracks b1, b2, b4 chorus Myrna Smith
tracks a1, a2, a4 to b4 chorus Paulette McWilliams
tracks a3 drums Yogi Horton
engineer Alex Haas
engineer Bruce Robbins
engineer Dave Gerbosi
engineer Dave Greenberg
engineer Iris Cohen
engineer Paul Brown
engineer Ray Bardani
engineer Rich Breen
engineer Russell Bracher
engineer Wayne Warnecke
guitar Doc Powell
tracks a2, a4 to b2, b4 guitar Paul Jackson Jr.
keyboards Nat Adderley Jr.
lead vocals Jimmy Salvemini
mastered by Greg Calbi
producer Luther Vandross
tracks a1 rap Pee Wee Herman
tracks a1, a2, a4 to b2, b4 sequenced by Luther Vandross
tracks a1, a2, a4 to b4 sequenced by Marcus Miller
synthesizer Ed Walsh
tracks a2 synthesizer Marcus Miller
tracks a3, b3 synthesizer Nat Adderley Jr.
tracks a2, a4 to b2, b4 synthesizer Raymond Jones
tracks a1, b3 synthesizer Skip Anderson
tracks a3 vocals Phoebe Snow