Eric Benet – Vocals (6)

Tom Braxton – Saxophone (7)

Mel Brown – Bass (1,2,4,7,10)

Jonathan Butler – Acoustic Guitar And Vocals (11)

Gordon Campbell – Drums (11)

Tracy “Platinum” Carter – Keyboards And Programming (11)

Lenny Castro – Percussion (5,9,11)

Eric Dawkins – Background Vocals (6,9), Grand Piano (9)

George Duke – Keyboards And Spoken Word (8)

Ray Fuller – Guitar (8)

Lisa Hampton – Spoken Word (8)

Luther “Mano” Hanes – Drum Programming, Keyboards, Key Bass (6)

Donald Hayes – Saxophone (3)

Bob James – Piano (7)

Dave Koz – Saxophone (9)

Jeff Lorber – Drum Programming, Wurlitzer, Minimoog Solo, Keyboards, Piano (7)

Tony Maiden – Guitar (4,7,10)

Peter Olstad – Trumpet And Flugelhorn (2)

Ricky Peterson – B-3 Organ (5)

Darren Rahn – Saxophones (1,2,10), Vocals (1,2), Keyboards And Drum Programming (1,2,4,7,10), Horn Arrangement (2)

Rex Rideout – Keys (5)

Frank Selman – Guitar (1,2)

John “Jubu” Smith – Guitar (5)

Wayman Tisdale II – Dialog (9)

Wayman Tisdale – Lead Bass (1~11), Vocals (2), Bass Choir (3), Acoustic Guitar (9), Bass Guitar (9), Keyboards (9), Drum Programming (9), Dialog (9)

Rick Watford – Guitar (6)

Kirk Whalum – Saxophone (5,11)

Mike White – Drums (5)

Erik Zobler – Spoken Word (8)