Musicians: Keith Waters (1, 2, 3, 6, 9, and all ensemble work), piano; Henry Martin (4 and 5), piano; Ron Miles, trumpet; Rich Chiaraluce, clarinet and soprano, alto, and tenor saxophones; Mark Harris, baritone saxophone; Joe Hall, trombone; Bill Kopper, guitar; Ken Walker, bass; and Todd Reid, drums.
Recorded February 12 and 13, 2001, at the Career Education Center, Denver, Colorado. Engineer: Joe Hall. Assistant engineers: Ty Blosser, Jerry Wright, and John Romero. Produced by Henry Martin and Keith Waters.