Written by: Quincy Jones

Produced by: Bob Thiele

Performed by: Quincy Jones, Patti Bown (piano), Billy Byers (trombone), Eric Dixon (reeds), Bill English (drums (drum set)), Paul Faulise (trombone), Milt Hinton (bass), Freddie Hubbard (trumpet), Thad Jones (trumpet), Rod Levitt (trombone), Melba Liston (trombone), Oliver Nelson (reeds), Jerome Richardson (reeds), Al De Risi (trumpet), Julius Watkins (French horn), Frank Wess (reeds), Phil Woods (reeds), Snooky Young (trumpet)