Drums – Bud HarnerGuitar – John PondelKeyboards – Victor VanacoreLyrics By, Composed By – David PomeranzOrchestrated By [Strings And Horns] – Artie ButlerPercussion – Robert Forte

Arranged By – Victor VanacoreBacking Vocals [24] – Barry ManilowBass – Will LeeDrums – Ed Greene Guitar – Dean Parks, Paul Jackson Jr.Keyboards – Bill MaysLyrics By, Composed By – Bob Crewe, Denny Rendell*, Sandy LinzerPiano – Victor Vanacore

Bass – Carl SealoveDrums – Bud HarnerElectric Piano – Robert MarulloEnglish Horn – Bill PageGuitar – John PondelLyrics By, Composed By – Barry ManilowOrchestrated By [Strings And Horns] – Victor VanacorePercussion – Robert Forte

Arranged By – Victor VanacoreBass – Will LeeComposed By – Barry ManilowDrums – Ed Greene Guitar – Dean Parks, Mitch HolderKeyboards – Bill MaysLyrics By – John BettisPercussion – Alan EstesSoloist, Saxophone – Tom Scott

Bass – Carl Sealove, Will LeeComposed By – Barry Manilow, Bob GaudioDrums – Bud Harner, Ed Greene Guitar – Dean Parks, John Pondel, Mitch HolderKeyboards – Bill Mays, Robert MarulloLyrics By – Enoch AndersonPercussion – Alan EstesSaxophone – Tom Scott

Bass – Carl SealoveComposed By – Tom SnowDrums – Bud HarnerGuitar – John PondelKeyboards – Victor VanacoreLyrics By – Cynthia Well*Orchestrated By [Strings And Horns] – Artie ButlerPercussion – Robert Forte

Composed By – Barry ManilowDrums – Ed Greene Guitar – Dean ParksKeyboards – Bill MaysLyrics By – Adrienne Anderson, Barry ManilowOrchestrated By [Strings And Horns] – Jimmie HaskellPercussion – Alan Estes

Bass – Will LeeComposed By – Barry ManilowDrums – Ed Greene Guitar – Dean Parks, Mitch HolderKeyboards – Bill MaysLyrics By – John BettisOrchestrated By [Strings And Horns] – Jimmie HaskellPercussion – Alan Estes

Composed By, Lyrics By – Barry Manilow

Bass – Carl SealoveComposed By – Barry ManilowDrums – Bud HarnerElectric Piano – Robert MarulloFlute – Bill PageGuitar – Dean Parks, John PondelLyrics By – John BettisOrchestrated By [Strings And Horns] – Victor VanacorePercussion – Bob Forte*