Side One
02 - I'm On The Outside Looking Is (Teddy Randazzo & Bobby Weinstein)
03 - Before The Night Is Over (Sherwood Ball & Ernest N. Baker, Marshall Otwell & Freebo)
04 - Don't Shut The Door (On My Love) (Lester Abrams & Leslie Smith)
05 - Dream On (Geoffrey Leib & John Keller)
02 - Love's A Heartache (Ned Doheny)
03 - Do You Still Remember Me (Brock Walsh & Bill Elliot)
04 - If You're In Love (Jacko Marcellino & Randy Handley)
Produced by Peter Bunetta & Rick Chudacoff for Ripe Productions
Brian Ray : Electric Guitar
Dennis Herring : Electric Guitar, Solo on "Nothin' You Can Do About It" & "Do You Still Remember Me"
Ned Doheny : Acoustic & Electric Guitars on "Love's A Heartache"
Rick Chudacoff : Bass, Fender Rhodes & Synthesizer on "If You're In Love"
Peter Bunetta : Drums & Percussion
Joe Lala : Congas, Timbales & Additional Percussion
Arno Lucas : Percussion
Kal David : Sitar
Norton Buffalo : Harmonica on "Before The Night Is Over"
Jerry Peterson : Soprano Saxophone Solo on "Dream On" & Saxophone on "Nothin' You Can Do About It"
David Woodford : Alto Saxophone on "It's Something"
Lee Thornburg : Trumpet & Flugelhorn on "Nothin' You Can Do About It"
Gary Grant & Rick Baptist : Trumpets & Flugelhorn
Alan Kaplan : Trombone
Kurt McGettrick & Gary Herbig : Saxophones
Anna Pagan : Duet on "Do You Still Remember Me"
Merry Clayton : Duet on "Before The Night Is Over"
Horns on "Nothin' You Can Do About It" by Lee Thornburg
Harry Bluestone : Concertmaster
Synthesizer Programmed by Paul Fox & Lester Abrams