Label : Warner Bros. Records
Side 1
01 - Sweet Maxine (Patrick Simmons & Tom Johnston)
02 - Neal's Fandango (Patrick Simmons)
03 - Texas Lullaby (Tom Johnston)
04 - Music Man (Tom Johnston)
05 - Slat Key Soquel Rag (Patrick Simmons)
Side 2
01 - Take Me In Your Arms (Rock Me A Little While) (Brian Holland, Lamont Dozier & Eddie Holland)
02 - I Cheat The Hangman (Patrick Simmons)
03 - Précis (Jeff Baxter)
04 - Rainy Day Crossroad Blues (Tom Johnston)
05 - I Been Workin' On You (Tom Johnston)
06 - Double Dealin' Four Flusher (Patrick Simmons)
Produced by Ted Templeman
Engineered by Donn Landee
Recorded & Mastered at Warner Bros. Recording Studios, N. Hollywood
Additional Recording at The Burbank Studios, Burbank; Custom Studios, Chicago & The Record Plant, Sausalito
"I Been Workin' On You" Recorded at Creative Workshop, Nashville & Engineered by Turk Travis
The Doobie Brothers :
Tiran Porter : Bass
Tom Johnston : Guitars, Vocals & Backing vocals
John Hartman : Drums, Percussion & Backing vocals
Patrick Simmons : Guitars, Vocals & Backing vocals
Keith Knudsen : Drums
Jeff 'Skunk' Baxter : Pedal Steel
Bill Payne : Keyboards
Ry Cooder : Bottleneck Guitar on "Rainy Day Crossroad Blues"
Maria Muldaur : Vocals on "I Cheat The Hangman"
Carl Himmle : Drums & Percussion on "I Been Workin' On You"
Conte & Pete Condoli : Trumpets on "I Cheat The Hangman"
Bobbye Hall : Congas on "Take Me In Your Arms (Rock Me A Little While)"
Victor Feldman : Marimba & Percussion
Sherlie Matthews, Venetta Fields & Jessica Smith : Vocals on "Take Me In Your Arms (Rock Me A Little While)" & "I Been Workin' On You"
Arrangements :
Curtis Mayfield : Strings & Horns on "Music Man", Orchestrated by Richard Tufo
Paul Riser : Strings & Horns on "Take Me In Your Arms" & Horns on "Sweet Maxine" & "Double Dealin' Four Flusher"
Nick DeCaro : Strings on "Tewas Lullaby", "I Cheat The Hangman" & "Rainy Day Crossroad Blues" (Harry Bluestone : Concert Master)