Bob Dylan – vocals, guitar (2, 4, 6, 8, 10), keyboards (1, 5), piano (3, 7), harmonica (4, 10)
Peggi Blu – backing vocals (1, 4, 5)
Debra Byrd – backing vocals (5, 6)
Mike Campbell – guitar (2, 3, 6, 7)
Chops – horns (2)
Alan Clark – synthesizer (5)
Carolyn Dennis – backing vocals (1, 4, 5, 6)
Sly Dunbar – drums (1, 5, 8)
Howie Epstein – bass guitar (3, 7)
Anton Fig – drums (4)
Bob Glaub – bass guitar (2)
Don Heffington – drums (2, 9)
Ira Ingber – guitar (9)
Bashiri Johnson – percussion (2, 6, 8)
Jim Keltner – drums (3, 6, 7)
Stuart Kimball – electric guitar (8)
Al Kooper – rhythm guitar (8)
Queen Esther Marrow – backing vocals (1, 4, 5, 6)
Sid McGinnis – guitar (5)
Vince Melamed – synthesizer (9)
Jon Paris – bass guitar (4)
Ted Perlman – guitar (1)
Madelyn Quebec – vocals (3, 6, 8, 9)
Richard Scher – synthesizer (1, 5, 8, 9), synth horns (7)
Mick Taylor – guitar (1)
Robbie Shakespeare – bass guitar (1, 5, 6, 8, 9)
Benmont Tench – keyboards (2, 6), piano (4), Hammond organ (7)
Urban Blight – horns (8)
David Watson – saxophone (2)
Ronnie Wood – guitar (4) (Ron Wood)