Bass – Bill Moring (tracks: 2, 3, 6, 7, 12), Milt Hinton (tracks: 1, 8, 10)
Double Bass – Peter Washington (tracks: 4, 5, 9, 11)
Drums – James D. Ford (tracks: 1, 2, 3, 6 to 8, 10, 12), James Madison*
Piano – Harold Danko (tracks: 4, 5, 9, 11), John Colianni (tracks: 2, 3, 6, 7, 12)
Producer – Teo Macero
Synthesizer – Phil Markowitz (tracks: 4, 5, 9, 11), Richard Haynes (4) (tracks: 1, 8, 10)
Trumpet – Lewis Soloff (tracks: 4, 5, 9, 11)
1 I'll Be Seeing You 03:17
2 It Might As Well Be Spring 04:55
3 I Know Why And So Do You 04:12
4 Toot Toot 03:58
5 Lover Man 04:38
6 Autumn Leaves 07:39
7 Danny Boy 06:09
8 P.S. I Love You 03:44
9 Dynamic Duo 09:36
10 Fools Rush In 05:59
11 Pinch Me 11:22
12 But Beautiful 03:53
