Personnel

• Stanley Clarke – Electric Bass, Acoustic Bass, Tenor Bass, Piano, Vocals
• Joe Satriani
  Joe Satriani
  Joseph "Joe" Satriani is an American instrumental rock guitarist and multi-instrumentalist, with multiple Grammy Award nominations...
  
   – Guitar
• James Earl
  Jimmy Earl
  Jimmy Earl is an American jazz musician and composer. He has released two studio albums and recorded extensively. He has toured the world with major artists. He is ranked #22 on the DigitalDreamDoor list of greatest fusion bassists...
  
   – Bass
• Glenn Lewis – Vocals
• Q-Tip – Vocals, Co-producer (track #1)
• Amel Larrieux – Vocals
• Dre and Vidal
  Dre & Vidal
  Dre & Vidal is a Multi-Grammy Award Winning songwriting and production duo consisting of Andre Harris and Vidal Davis, who are best known as the main producers for Jill Scott and Glenn Lewis...
  
   – Co-producer (track #3)
• Quincy Jones
  Quincy Jones
  Quincy Delightt Jones, Jr. is an American record producer and musician. A conductor, musical arranger, film composer, television producer, and trumpeter. His career spans five decades in the entertainment industry and a record 79 Grammy Award nominations, 27 Grammys, including a Grammy Legend...
  
   – Co-producer (track #11)