Label : Expansion Records
01 - Loving You (Vicky Mishoulam)02 - I Always Think Of You (Marilyn Scott, Renato Neto & Ricardo Silveira)
03 - Give In (Marilyn Scott, Lori Perry, Russell Ferrante & Jimmy Haslip)
04 - All Of The Above (Brenda Russell & Michael Ruff)
05 - Beginning With You (Joe Vannelli, Jimmy Haslip & Marilyn Scott)
06 - You Don't Know What Love Is (Gene De Paul)
07 - Walking With Strangers (Marilyn Scott, Terri Lyne Carrington & Katisse Buckingham)08 - I'm In Love Again** (Dexter Wansel)
09 - Let Me Be The One** (Burt Bacharach, Taja Seville & Denise Rich)
10 - I'm Calling You** (George Duke & Marilyn Scott)
11 - Close Enough** (Brenda Russell & Marilyn Scott)
12 - Who's Looking For Me?* (Marilyn Scott & George Duke)
13 - Bird Of Beauty** (Stevie Wonder)
01 - Loving You
Produced by Jimmy Haslip, Marilyn Scott & Renato Neto
Arrangement by Renato Neto
Recorded at DSW, Van Nuys, CA & The Club House, North Hollywood, CA
Recorded by Joe Primeau & Richars McIntosh
Marilyn Scott : Lead & Backing vocals
Renato Neto : Keyboards
Jimmy Haslip : Electric Bass
Ray Fuller : Guitars
02 - I Always Think Of You
Produced by Jimmy Haslip, Marilyn Scott & Renato Neto
Arrangement by Renato Neto
Recorded at Cello Studio's, Hollywood, CA & The Club House, North Hollywood, CA
Recorded by Eric Zober & Richard McIntosh
Marilyn Scott : Lead vocals
Renato Neto : Keyboards
Jimmy Haslip : Electric Bass
Joey Heredia : Drums
Ricardo Silveira : Guitars
Lori Perry : Backing vocals
03 - Give In
Produced by Russell Ferrante, Marilyn Scott & Jimmy Haslip
Arrangement by Russell Ferrante
Recorded at Mad Hatter Studios, Los Feliz, CA ; The Club House, North Hollywood, CA & Blue Moon Studio, Agoura Hills, CA
Recorded by Rich Breen, Richard McIntosh & Joe Vannelli
Assistant Engineer : Joe Primeau
Marilyn Scott : Lead vocals
Russell Ferrante : Keyboards
Ray Fuller : Guitars
Vinnie Colaiuta : Drums
Lori Perry, Darlene Perry & Carolyn Perry : Backing vocals
04 - All Of The Above
Produced by Jimmy Haslip, Marilyn Scott & Renato Neto
Arrangement by Renato Neto
Recorded at Cello Studios, Hollywood, CA & Blue Moon Studio, Agora Hills, CA
Recorded by Eric Zobler & Joe Vannelli
Assistant Engineer : Joe Primeau
Marilyn Scott : Lead vocals
Renato Neto : Keyboards
Jimmy Haslip : Electric Bass
Joey Heredia : Drums
Ray Fuller : Guitars
Leslie Smith & Maxayne Lewis : Backing vocals
05 - Beginning With You
Produced by Joe Vannelli & Jimmy Haslip
Recorded at Blue Moon Studio, Agoura Hills, CA
Recorded by Joe Vannelli
Assistant Engineer : Joe Primeau
Marilyn Scott : Lead vocals
Joe Vannelli : Keyboards, Synth Bass & Percussion
Jimmy Haslip : 7-String Bass Solo, Additional Keyboards & Percussion
Ramon Stagnaro : Acoustic Guitar
Leslie Smith & Ross Vannelli : Backing vocals
06 - You Don't Know What Love Is
Produced by Terri Lyne Carrington & Patrice Rushen
Recorded at Mad Dog Studios, Burbank, CA
Recorded by Eric Zobler
Marilyn Scott : Lead vocals
Frank McComb : Duet Vocals
Patrice Rushen : Piano & Keyboards
Terry Lyne Carrington : Drums
Jimmy Haslip : Electric Bass
Darryl 'Munyungo' Jackson : Percussion
Ray Fuller : Guitars
Lorri Perry : Backing vocals
07 - Walking With Strangers
Produced by Terri Lyne Carrington, Katisse Buckingham & Marilyn Scott
Recorded at Look Further Studios, Venice, CA & Trackhouse Studio, Van Nuys, CA
Recorded by John Ugarte & Katisse Buckingham
Marilyn Scott : Lead & Backing vocals
Katisse Buckingham : Drum Programming & Soprano Saxophone
Terri Lyne Carrington : Additional Programming
Russell Ferrante : Keyboards
Jimmy Haslip : Electric Bass
Ray Fuller : Guitars
08 - I'm In Love Again
Produced by Michael Colina & Ray Bardani
Mixed by Al Schmitt at Schnee Sounds, North Hollywood, CA
Engineered by Ray Bardani
Additional Engineering by Rich Breen
Marilyn Scott : Lead & Backing vocals
Michael Colina : Keyboards
Jimmy Haslip : Bass
Will Kennedy : Drums
Nick Moroch : Guitar
Carol Steele : Percussion
09 - Let Me Be The One
Produced by George Duke for George Duke Enterprise
Mixed by Erik Zobler at Record One, Sherman Oaks, CA
Engineered by Erik Zobler
Marilyn Scott : Lead vocals
George Duke : Keyboards
Ray Fuller : Guitar
Freddie Washington : Bass
John 'JR' Robinson : Drums
Everette Harp : Alto Sax
Jim Gilstrap, Maxayn Lewis & Lori Perry : Backing vocals
10 - I'm Calling You
Produced by George Duke for George Duke Enterprise
Mixed by Erik Zobler at Record One, Sherman Oaks, CA
Engineered by Erik Zobler
Marilyn Scott : Lead & Backing vocals
George Duke : Keyboards
Freddie Washington : Bass
John 'JR' Robinson : Drums
Ray Fuller : Guitar
Everette Harp : Alto Sax
Jim Gilstrap, Maxayn Lewis & Lori Perry : Backing vocals
11 - Close Enough
Produced by Russell Ferrante, Jimmy Haslip & Marilyn Scott
Mixed by Al Schmitt at Schnee Sounds, North Hollywood, CA
Engineered by Rich Breen
Marilyn Scott : Lead & Backing vocals
Russell Ferrante : Keyboards
Jimmy Haslip : Bass
John 'JR' Robinson : Drums
Michael Landau : Guitar
Paulinho Da Costa : Percussion
Steve Tavaglione : Soprano Sax & EWI
Brenda Russell & Maxayn Lewis : Backing vocals
12 - Who's Looking For Me?
Produced by Jimmy Haslip & Marilyn Scott
Arrangement by George Duke
Recorded at DSW, Van Nuys, CA ; The Club House, North Hollywood, CA & Sonora Studios, Los Angeles, CA
Recorded by Joe Primeau, Richard McIntosh & Hilary Bercovici
Overdubs by Wayne Holmes
Marilyn Scott : Lead & Backing vocals
George Duke : Keyboards
Renato Neto : Keyboards
Jimmy Haslip : Electric Bass
Michael White : Drums
Ray Fuller : Guitars
13 - Bird Of Beauty
Produced by Dori Caymmi
Mixed by Al Schmitt at Schnee Sounds, North Hollywood, CA
Engineered by Rich Breen
Marilyn Scott : Lead vocals
Russell Ferrante : Keyboards
Jimmy Haslip : Bass
Claudio Sloan : Drums
Dori Caymmi : Acoustic Guitar
Ricardo Silveira : Electric Guitar
Paulinho Da Costa : Percussion
Maxayn Lewis, Lori Perry & Carole Perri : Backing vocals