Side 1
02 - No Better Love (John Valentine, Billy Valentine & Carolyn Wiggins)
03 - She Loves Me (John Valentine, Billy Valentine & Carolyn Wiggins)
04 - In My Time (Perry Peyton & Billy Valentine)
05 - Ladies' Delight* (John Valentine & Billy Valentine)
02 - Used To Be Lovers (John Valentine, Billy Valentine & Carolyn Wiggins)
03 - What You Gonna Do With Love? (John Valentine & Billy Valentine)
04 - Starship° (Marlo Henderson)
05 - Funk Attack* (John Valentine, Billy Valentine & Carolyn Wiggins)
The Valentine Brothers are Billy & John Valentine
Produced by The Valentine Brothers
°Produced by Bryan Loren
*Co-Produced by William Zimmerman
All Vocals by The Valentine Brothers
Additional Vocals on "She Loves Me" : Alvin Valentine
Additional Vocals on "Funk Attack" : Danielle Caganaan, Jonna Jerome & William Zimmerman
Side 1
Drum Program : The Valentine Brothers
Bass & Horn Programs : The Valentine Brothers & William Zimmerman
Keyboards : William Zimmerman
Guitar : John Valentine
Engineered by Richard Cottrell & Tony Smith
Recorded at 8 Mile Road Studio, Los Angeles, CA & Indigo Ranch Studio, Malibu, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
02 - No Better Love
Drum Program : The Valentine Brothers
Drum Overdubs : Bryan Loren
Guitar : John Valentine
Arranged by The Valentine Brothers
Engineered by Bev Jones
Recorded at A&M Studios, Hollywood, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
03 - She Loves Me
Drum Program : The Valentine Brothers
Bass & Horn Programs : The Valentine Brothers & William Zimmerman
Keyboards : William Zimmerman
Guitar : John Valentine
Engineered by Richard Cottrell & Tony Smith
Recorded at 8 Mile Road Studio, Los Angeles, CA
Mixed by Gerry E. Brown at Studio Masters, Los Angeles, CA
04 - In My Time
Keyboards : Roman Johnson & Bobby Lyle
Drum Program : The Valentine Brothers & Perry Peyton
Fairlight by Z.O.
Guitar : Fred Jenkins
Engineered by Mark Avnet
Recorded at Mad Dog Studio, Venice, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
05 - Ladies' Delight
Drum Program : The Valentine Brothers
Bass & Horn Programs : The Valentine Brothers & William Zimmerman
Keyboards : William Zimmerman
Guitar : John Valentine
Engineered by Richard Cottrell & Tony Smith
Recorded at 8 Mile Road Studio, Los Angeles, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
Drum Program : The Valentine Brothers
Drum Overdubs : Marvin Kanarek
Tenor Sax, Trombone & Trumpet : Gary Herbig, Ira Nepus & Michael Stewart
Horns Arranged by The Valentine Brothers
Guitar : John Valentine
Keyboards : Bobby Lyle
Engineered by Mark Avnet
Recorded at Mad Dog Studio, Venice, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
02 - Used To Be Lovers
Drum Program : Steve Lindsey & The Valentine Brothers
Keyboards : Steve Lindsey, Alvin Valentine & William Zimmerman
Guitar : John Valentine
Soprano Sax : Gary Herbig
Arranged by The Valentine Brothers & Steve Lindsey
Engineered by Richard Cottrell
Recorded at Indigo Ranch, Malibu, CA
Mixed by Gerry E. Brown at Studio Masters, Los Angeles, CA
03 - What You Gonna Do With Love?
Drum Program : The Valentine Brothers & Perry Peyton
Keyboards : Roman Johnson & John Valentine
Guitar : Fred Jenkins & John Valentine
Arranged by The Valentine Brothers
Engineered by Mark Avnet
Recorded at Mad Dog Studio, Venice, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
04 - Starship
Arranged by Bryan Loren
All Instruments Played by Bryan Loren
Engineered by Tony Smith
Recorded at 8 Mile Road Studio, Los Angeles, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson
05 - Funk Attack
Drum Program : The Valentine Brothers
Bass & Horns Programs : The Valentine Brothers & William Zimmerman
Keyboards & Saxophone : William Zimmerman
Guitar : John Valentine
Engineered by Paul McKenna
Recorded at Metropolis Studio, North Hollywood, CA
Mixed by Chris Brunt at Indigo Ranch, Malibu, CA
Assisted by Chuck Johnson