Produced by: Lamont Dozier, Brian Holland

Performed by: Richard "Pistol" Allen (drums (drum set)), Jack Ashford (vibraphone), Henry Cosby (tenor saxophone), The Funk Brothers, James Jamerson (bass), Andrew “Mike” Terry (baritone saxophone), Michael Valvano (foot stomps), Earl Van Dyke (piano), Eddie Willis (guitar), Florence Ballard (background vocals), Diana Ross (lead vocals), Mary Wilson (background vocals)