Produced by Brett Simons
All songs written by John Fournier / BTB Music (ASCAP) Except:
Drinking In Airports and My Heaven written by John Fournier and Brett Simons / BTB Music (ASCAP)
Happiness is a Warm Gun written by Lennon/McCartney / Sony/ATV Tunes (ASCAP)
Strange written by Jay Hawkins / EMI Longitude Music (BMI)
Recorded at Velvet Shirt Studios, Chicago, Il. Engineered by Danny Shafer and Brett Simons
Brick Hit House, Chicago, Il. and Los Angeles, Ca. Engineered by Brett Simons
Electrical Audio, Chicago, Il. Engineered by Brando Triantifillou
The Rhythm Cafe, Chicago, Il. Engineered by Brando Triantifillou
Chicago Recording Company, Chicago, Il. Engineered by Dennis Tousana
Various urban and suburban locales in Chicago, Il. and Los Angeles, Ca. Engineered by Brett Simons
Mixed by Brando Triantafillou at The Rhythm Cafe', Chicago, IL
Mastered by Tom Baker at Precision Mastering
Photography and Design by Harry Nixon
Design and Layout by Clyde Scott

Personnel: Brett Simons (electric bass, acoustic bass, nylon string guitar, electric and 12-string guitars, baritone guitar, drums, berimbau, loops, percussion, backing vocals, Farfisa, Omnichord, Chamberlin, Ace-Tone, Mellotron, Casio MT-68, arranger), John Fournier (vocals, grand and upright pianos, tenor saxophone, clarinet, flute, tack piano, Yamaha CS-60, Wurly bass, arranger, choir director), Carter Luke (harpsichord, Hammond B-3 organ, Wurlitzer electric piano, grand and upright pianos, Farfisa, virginal, pump-organ), Gerald Dowd (drum kit, tambourine, sleigh bells, snare drum, marching cymbals, percussion), Tim Mulvenna (vibraphone, dumbec, djembe, riq, talking drum, toms, drum kit, bass drum), Ben Peeler (lap steel, saz, flange bass, banjo, backing vocals), Deron Johnson (clavinet), Scott Stevenson (accordion), Mike Allemana (guitar), Robbie Fulks (guitar), John Pirrucello (pedal steel), Brando Triantifillou (backing vocals), Morty Shallman (backing vocals), Ted Hogarth (tenor and baritone saxophones), Nate LePine (baritone saxophone), Tom Garling (trombone), Robert Lustrea (euphonium), John Blaine (tuba), Mark Olen (piccolo trumpet), Deb Stevenson (oboe), Richard Fitzenwell (bassoon), Thomas Yang (violin), Jeri-Lou Zike (violin), Kevin Case (violin), Steven Houser (cello).