Label : Atlantic Recording Corporation
Side One01 - Billy-A-Dick (Hoagy Carmichael & Paul Francis Webster)
02 - Stuff Like That There (Jay Livingston & Ray Evans)
03 - P.S. I Love You (Johnny Mercer & Gordon Jenkins)
04 - The Girl Friend Of The Whirling Dervish (Al Dubin, Johnny Mercer & Harry Warren)
05 - I Remember You / Dixie's Dream (Johnny Mercer & Victor Schertzinger) / (Marc Shaiman)
06 - Baby It's Cold Outside (Frank Loesser)
07 - Dreamland (Dave Grusin, Alan & Marilyn Bergman)
Side Two
01 - Vickie And Mr. Valves (Lenny LaCroix)
02 - For All We Know (J. Fred Coots & Sam L. Lewis)
03 - Come Rain Or Come Shine (Johnny Mercer & Harold Arlen)
04 - In My Life (John Lennon & Paul McCartney)
05 - I Remember You (Johnny Mercer & Victor Schertzinger)
06 - Every Road Leads Back To You (Diane Warren)
Produced by Arif Mardin for Deniz Productions, Inc. with the exception of "The Girl Friend Of The Whirling Dervish" Produced by Marc Shaiman
"In My Life" Co-Produced with Marc Shaiman
"Billy-A-Dick" Co-Produced with Marc Shaiman
"Vickie And Mr. Valves" Co-Produced with Dave Grusin
"Every Road Leads Back To You" Co-Produced with Joe Mardin
Executive Music Producer : Joel Sill
Recorded by Jack Joseph Puig, Michael O'Reilly, Don Murray, Bob Schaper, Joey Wolpert
Mixed by Michael O'Reilly & Don Murray
Assistant Engineers : Brett Swain, Marnie Riley, Mark Guilbeault, Eric Rudd, Eddie Sexton, Ray Blair, Charlie Paakkari
Recorded at Capitol Studios, Studio 55, Oceanway Recording & Conway Recoridng Studios, L.A.
Mixed at Conway Recording Studios, L.A.
Mastered at Mastering Lab, L.A. by Doug Sax
Music Contractor : Sandy DeCrescent
Concertmasters : Stuart Canin, Gerald Vinci
Keyboards : Mike Lang, Dave Grusin, Randy Kerber, Robbie Buchanan, Marc Shaiman
Additional Keyboards & Synthesizers : Claude Gaudette, Joe Mardin
Programming : Robbie Buchanan, Joe Mardin, Eric Persing on "In My Life"
Guitar : Dennis Budimir, Steve Lukather on "In My Life", John Goux on "Every Road Leads Back To You"
Bass : Chuck Berghofer, Chuck Domanico
Drums : Vinnie Colaiuta, Harvey Mason, Alvin Stoller, Frank Capp, Jeff Porcaro on "Every Road Leads Back To You"
Trumpet : Jack Sheldon (Solos)
Additional Conducting : Artie Kane
Background vocals :
Melissa Manchester, Patty D'Arcy on "Billy-A-Dick"
Morgan Ames, Lorraine Feather, Arnold McCuller, JoAnn Harris, John West, Kevin Dorsey, David Lasley, Eugene Van Buren, Jon Joyce, Randy Crenshaw, Don Shelton, Carmen Twillie
Side One
01 - Billy-A-Dick
Vocals by Bette Midler
Arranged & Conducted by Marc Shaiman
02 - Stuff Like That There
Vocals by Bette Midler
Arranged & Conducted by Billy May
Additional Arranging by Arif Mardin
03 - P.S. I Love You
Vocals by Bette Midler
Rhythm Arrangement by Dave Grusin
Strings Arranged by Arif Mardin
04 - The Girl Friend Of The Whirling Dervish
Instrumental with Chorus
Orchestra Arranged & Conducted by Marc Shaiman
Background Vocals Arranged by Morgan Ames, Lorraine Feather & Marc Shaiman
05 - I Remember You / Dixie's Dream
Duet with Bette Midler & James Caan
Orchestra & Background Vocals Arranged by Marc Shaiman
06 - Baby It's Cold Outside
Duet with Bette Midler & James Caan
Rhythm Arrangement by Marc Shaiman
Strings Arranged by Arif Mardin
07 - Dreamland
Vocals by Bette Midler
Arranged by Dave Grusin
Side Two
01 - Vickie And Mr. Valves
Arranged & Conducted by Marty Paich
Featured Soloist - Trumpet : Jack Sheldon
02 - For All We Know
Vocals by Bette Midler
Arranged & Conducted by Ralph Burns
03 - Come Rain Or Come Shine
Vocals by Bette Midler
Rhythm Arrangement by Marc Shaiman
Strings & Woodwinds Arranged by Arif Mardin
04 - In My Life
Vocals by Bette Midler
Rhythm Arrangement by Robbie Buchanan
Strings & Background vocals Arranged by Arif Mardin
05 - I Remember You
Vocals by Bette Midler
Orchestra & Background Vocals Arranged & Conducted by Arif Mardin
06 - Every Road Leads Back To You
Vocals by Bette Midler
Arranged by Joe Mardin
