The song "Get Closer" features the vocals of Carolyn Willis, who had been in the group Honey Cone.
"Sweet Green Fields" was sampled in the 1997 song "Put Your Hands Where My Eyes Could See" by Busta Rhymes. It was also sampled in 2002 by Syleena Johnson on "Tonight I'm Gonna Let Go" which was based on "Put Your Hands Where My Eyes Could See".
James Seals – lead vocals (except on "Goodbye Old Buddies"), guitar
Dash Crofts – lead vocals, mandolin
Louis Shelton – guitar, production
Ray Parker Jr. – guitar
Lee Ritenour – guitar
David Paich – keyboards, string arrangements on "Red Long Ago" and "Don't Fail"
Joe Sample – electric piano
David Hungate – bass
Wilton Felder – bass
Jeff Porcaro – drums
Ed Greene – drums
Milt Holland – tabla
Jim Horn – alto sax
Carolyn Willis – backing vocals, lead vocal on "Get Closer"
Merna Matthews – backing vocals
Shirley Matthews – backing vocals
Carol Carmichel – backing vocals
Donnie Shelton – backing vocals
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