Donald Fagen – vocals, piano, keyboards
Walter Becker – bass, guitar (solo on "Black Friday", "Bad Sneakers")

Michael Omartian, David Paich – piano, keyboards
Hugh McCracken – guitar
Denny Dias – guitar (solo on "Your Gold Teeth II")
Rick Derringer – guitar (solo on "Chain Lightning")
Dean Parks – guitar (solo on "Rose Darling")
Elliott Randall – guitar (solo on "Throw Back the Little Ones")
Larry Carlton – guitar on "Daddy Don't Live in That New York City No More"
Wilton Felder, Chuck Rainey – bass guitar
Jeff Porcaro – drums on all songs except "Any World (That I'm Welcome To)", dorophone
Hal Blaine – drums on "Any World (That I'm Welcome To)"
Victor Feldman – vibraphone, percussion
Phil Woods – alto saxophone solo on "Doctor Wu"
Jimmie Haskell – horn arrangement on "Throw Back the Little Ones"
Bill Perkins – horn on "Throw Back the Little Ones"
Michael McDonald – background vocals
Myrna Matthews, Sherlie Matthews, Carolyn Willis – background vocals on "Everyone's Gone to the Movies"

Producer: Gary Katz
Engineer: Roger Nichols
Mastering: Rick Collins
Sound Consultant: Dinky Dawson
Consultant: Daniel Levitin
Arranger: Jimmie Haskell