Dianne Reeves

Dianne Reeves, vocals
Joe Williams, vocals
Germaine Bazzle, vocals
Kimberley Longstreth, vocals
Toots Thielemans, harmonica
Clark Terry, trumpet and vocals
Harry "Sweets" Edison, trumpet
Phil Woods*, alto saxophone
Bobby Watson, alto saxophone
James Moody, tenor saxophone and vocals
Al Grey, trombone
Kenny Barron, piano
Rodney Whittaker, bass
Herlin Riley, drums

(Not all musicians on all tracks)

Tracks:
1. Old Country (Adderley/Lewis)*
2. Cherokee (Noble)
3. Besame Mucho (Velasquez)
4. Let Me Love You (Howard)*
5. Tenderly (Gross)*
6. After Hours (Gordon)
7. Ha! (Ventura/Mussullini)*
8. Some Other Spring (Herzog)
9. Side By Side (Woods)
10. I'm Okay (del Barrio)