2. All About 5:17
Drums – Darryl Brown
Electric Bass, Bass Guitar [Piccolo], Piano, Vocals – Stanley Clarke
Percussion – Airto Moreira
Synthesizer [Oberheim, Arp 2600] – Bayeté Todd Cochran
3. Jamaican Boy
Drums – Steve Gadd
Electric Bass – Stanley Clarke
Electric Guitar – Jeff Beck
Piano [Acoustic], Organ – Bayeté Todd Cochran
3:31
4. Christopher Ivanhoe 3:24
Alto Saxophone – Tom Scott
Drums – Darryl Brown
Instruments [All Instruments Except] – Stanley Clarke
5. Drums – Darryl Brown 6:29
Electric Bass – Stanley Clarke
6. Strange Weather 1:40
Cymbal – Darryl Brown
Electric Bass, Synthesizer [Oberheim] – Stanley Clarke
Synthesizer [Arp 2600] – Bayeté Todd Cochran
7. I Wanna Play For You 6:26
Backing Vocals – Dee Dee Bridgewater
Drums – Darryl Brown, Harvey Mason
Electric Bass, Bass Guitar [Piccolo], Talkbox, Vocals – Stanley Clarke
Electric Piano [Yamaha Electric Grand Piano] – George Duke
Lyricon – Tom Scott
8. Just A Feeling 6:08
Drums – Harvey Mason
Electric Bass, Bass [Piccolo Bass Guitar], Synthesizer [Oberheim], Talkbox – Stanley Clarke
Electric Piano [Yamaha Electric Grand Piano] – George Duke
Lyricon – Tom Scott
Vocals – Cathy Carson, Gwen Owens, Juanita Curiel
9. The Streets Of Philadelphia 6:02
Drums – Harvey Mason
Electric Bass, Vocals – Stanley Clarke
Electric Guitar – Lee Ritenour
Piano [Acoustic] – Ronnie Foster
Synthesizer [Oberheim, Arp 2600] – Bayeté Todd Cochran
Tenor Saxophone – Stan Getz
Vocals – Cathy Carson, Gwen Owens, Juanita Curiel
10. School Days 10:48
Drums – Gerry Brown
Electric Bass – Stanley Clarke
Electric Guitar – Raymond Gomez
Soprano Saxophone – Al Williams (2)
Synthesizer [Arp String Ensemble] – Peter Robinson, Bayeté Todd Cochran
Tenor Saxophone – Bob Malach
Trumpet [Bb] – Al Harrison, James Tinsley
11. Quiet Afternoon 9:03
Bass Guitar [Piccolo] – Stanley Clarke
Drums – Darryl Brown
Electric Bass – David DeLeon
Electric Guitar – Raymond Gomez
Electric Piano [Fender Rhodes], Synthesizer [Oberheim, Arp String Ensemble] – Michael Garson
Soprano Saxophone – Al Williams (2)
Tenor Saxophone – Bob Malach
Trumpet [Bb] – Al Harrison, James Tinsley
12. Together Again 5:47
Flugelhorn – Freddie Hubbard
Instruments [All Instruments Except] – Stanley Clarke
Synthesizer [Arp String Ensemble] – Bayeté Todd Cochran
13. Blues For Mingus 2:19
Acoustic Bass – Stanley Clarke
Drums – Darryl Brown
Piano [Acoustic] – Michael Garson
14. Off The Planet 3:12
Bass Guitar [Piccolo] – Stanley Clarke
Drums – Darryl Brown
Electric Piano [Yamaha Electric Grand Piano] – Michael Garson
15. Hot Fun-Closing 7:59
Baritone Saxophone, Soprano Saxophone – Al Williams (2)
Drums – Darryl Brown
Electric Bass – Stanley Clarke
Electric Guitar – Raymond Gomez
Piccolo Trumpet – James Tinsley
Synthesizer [Arp String Ensemble] – Michael Garson
Synthesizer [Oberheim, Arp 2600] – Bayeté Todd Cochran
Tenor Saxophone – Bob Malach
Trumpet [Bb], Piccolo Trumpet – Al Harrison
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