01 - Breezin' (Bobby Womack & Al Jarreau)
02 - Mornin'* (Al Jarreau, David Foster & Jay Graydon)
03 - 'Long Come Tutu*** (Marcus Miller & Al Jarreau)
04 - God Bless The Child (Billie Holiday & Arthur Herzog Jr.)
05 - Summer Breeze (Darrell Crofts & Jimmy Seals)
06 - All I Am (Rex Rideout, Phillip Jackson)
07 - Ordinary People* (John Legend & Will I Am)
08 - Let It Rain (Al Jarreau & Barry Eastmond)
09 - Givin' It Up For Love** (Al Jarreau & Freddie Ravel)
10 - Every Time You Go Away**** (Daryl Hall)
11 - Four***** (Miles Davis & Jon Hendricks)
12 - Don't Start No Schtuff (Al Jarreau & Joe Turano)
13 - Bring It On Home To Me (Sam Cooke)
Produced by John Burk
Executive Producers : Glen Barros, Noel Lee, The Head Monster & Kevin Lee, The Little Monster
*Produced by Michael Broening & John Burk
**Produced by Freddie Ravel & John Burk
***Co-Produced by Marcus Miller
****Co-Produced by Larry Williams
*****Co-produced by Chris Dunn
Recorded by Don Murray at Henson Studios, Hollywood, CA; April 18-22, 24 & 25, 2006
Recording Engineers : Jeff Harris, Don Murray, Seth Presant, Bill Smith, Michael Broening, Myron Chandler & Charlie Paakkari
Pro Tools Engineering & Editing : Seth Presant & Bill Smith
Additional Engineering : Barry Eastmond, Eric Ferguson, John Wroble, Kevin Becka, Carlos Martinez & Dennis F. Moody
Additional Recording Studios : G Studio Digital, Studio City, CA; Capitol Studios, Hollywood, CA; LAFX, North Hollywood, CA; Capitol Studios, Hollywood, CA; NRG Recording, North Hollywood, CA; The Pass Studios, Hollywood, CA; Porcupine Studios, Phoenix, AZ; The B Hive, Phoenis, AZ; East Bay Studios, Tarrytown, NY; White Lightning Studios, Sylmar, CA; Willyworld Studio, Hollywood Hills, CA & Ravelation Studios, Los Angeles
Assistant Engineers : Keith Gretlein, Casey Lewis, Paul Smith & Phillip Broussard Jr.
Pro Tools Engineer at Henson Studios : German Villacorta
Additional Pro Tools Engineer : Alex Pavlides
Assistant Engineer & Guitar Tech at Porcupine : Travis Robertson
Mixed by Al Schmitt at Capitol Studios, Hollywood, CA
Assistant Mix Engineer : Steve Genewick
Mastered by Doug Sax with Sangwook "Sunny" Nam at The Mastering Lab, Ojai, CA
01 - Breezin'
Arranged by Larry Williams
Al Jarreau : Vocals & Vocal Percussion
George Benson : Guitar & Vocals
Larry Williams : Keyboards
Ray Fuller : Guitar
Dean Parks : Guitar
Abraham Laboriel : Electric Bass
Vinnie Colaiuta : Drums
Paulinho Da Costa : Percussion
02 - Mornin'
Arranged by Michael Broening
George Benson : Guitar
Al Jarreau : Vocal Percussion & Background vocals
Marion Meadows : Saxophone
Michael Broening : Programming, Piano & Keyboards
Freddie Fox : Guitar
Mel Brown : Bass
Michael White : Drums
03 - 'Long Come Tutu
Arranged by Marcus Miller
Al Jarreau : Vocals
George Benson : Guitar & Vocals
Herbie Hancock : Piano
Patrice Rushen : Keyboards
Marcus Miller : Bass
Michael White : Drums
04 - God Bless The Child
Arranged by Patrice Rushen, George Benson & John Burk
Jill Scott : Vocals
George Benson : Vocals & Guitar
Al Jarreau : Percussion
Patrice Rushen : Fender Rhodes Electric Piano
Vinnie Colaiuta : Drums
05 - Summer Breeze
Arranged by Larry Williams
Al Jarreau : Vocals
George Benson : Vocals & Guitar
Larry Williams : Piano & Keyboards
Ray Fuller : Guitar
Dean Parks : Guitar
Marcus Miller : Bass
Vinnie Colaiuta : Drums
Paulinho Da Costa : Percussion
06 - All I Am
Arranged by Rex Rideout
George Benson : Vocals & Guitar
Rex Rideout : Piano
Patrice Rushen : Fender Rhodes Electric Piano
Abraham Laboriel : Electric Bass
Gregg Field & Ricky Lawson : Drums
07 - Ordinary People
Arranged by Michael Broening
George Benson : Guitar & Background vocals
Al Jarreau : Background vocals
Marion Meadows : Saxophone
Michael Broening : Programming, Piano & Keyboards
Freddie Fox : Guitar
Mel Brown : Bass
Michael White : Drums
08 - Let It Rain
Arranged by Barry Eastmond & Al Jarreau
Patti Austin : Vocals
Al Jarreau : Vocals
George Benson : Guitar
Chris Botti : Trumpet
Barry Eastmond : Keyboards
Patrice Rushen : Fender Rhodes Electric Piano
Dean Parks : Rhythm Guitar
Marcus Miller : Bass
Vinnie Colaiuta : Drums
Paulinho Da Costa : Percussion
Bashiri Johnson : Percussion
Patti Austin, Maxi Anderson, Valerie Pinkston, Darlene Perry, Sharon Perry, Lorraine Perry, Sandra Simmons Williams : Background vocals
Additional Production by Barry Eastmond & Gregg Field
Background vocals Arranged & Produced by Patti Austin
09 - Givin' It Up For Love
Arranged by Freddie Ravel
Al Jarreau : Vocals
George Benson : Vocals & Guitar
Freddie Ravel : Moog Bass, Clavinet, Organ, Rhodes, Synths, Drums & Percussion Programming
Michael O'Neill : Rhythm Guitar
Alethea Mills, Chavonne Morris & De'Ante Duckett : Background vocals
Background vocals Arranged by Fred Martin & Freddie Ravel
10 - Every Time You Go Away
Arranged by Larry Williams
Al Jarreau : Vocals & Vocal Percussion
George Benson : Vocals & Guitar
Patrice Rushen : Keyboards
Dean Parks : Guitar
Michael Thompson : Guitar
Marcus Miller : Bass
Vinnie Colaiuta : Drums
Paulinho Da Costa : Percussion
11 - Four
George Benson : Vocals & Guitar
Al Jarreau : Vocals
Patrice Rushen : Piano
Stanley Clarke : Bass
Vinnie Colaiuta : Drums
12 - Don't Start No Schtuff
Arranged by Joe Turano
Al Jarreau : Vocals
George Benson : Guitar & Vocals
Patrice Rushen : Keyboards
Joe Turano : Wurlitzer Electric Piano & Hammond B-3
Stanley Clarke : Bass
Vinnie Colaiuta : Drums
13 - Bring It On Home To Me
Arranged by Randy Waldman
Paul McCartney : Vocals
George Benson : Vocals & Guitar
Al Jarreau : Vocals
Randy Waldman : Piano
Michael Broening : Organ
Patrice Rushen : Fender Rhodes Electric Piano
Dean Parks : Guitar
Abraham Laboriel : Electric Bass
Vinnie Colaiuta : Drums
Paulinho Da Costa : Percussion
Alethea Mills, Chavonne Morris & De'Ante Duckett : Background vocals
Background vocals Arranged by Fred Martin