Kenny Loggins-vocals, Mike Hamilton-guitar and background vocals, George Hawkins-bass, fretless bass, and background vocals, Brian Mann-Yamaha CP-70 Electric Grand Piano, Fender Rhodes electric piano, Oberheim Four Voice, Mini-Moog, Tris Imboden-Drums and Percussion, Jon Clarke-flute solo, Vince Denham-tenor sax solo, Bob James-String and Horn Arrangement