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Scott Spencer: acoustic and electric guitars
Ko Nakamura: vocals
Eric Jarvis: bass guitar, backing vocals, drums (tracks 1,4,8,9 & 10), drum & loop programming, percussion and ancillary electric guitars & special sauce (tracks 2, 3 & 8)
Matt Johnson: drums (tracks 2 & 6)
Max Dyer: cellos
Dan Workman: SK-1 keyboard
Brendan Buckley: percussion (tracks 3,7 & 8)
Ben Peeler: lap steel, oud & saz
Kevin Lovejoy: piano & organ (tracks 2 & 6) and SK-1 keyboard (track 2)
Greg Hokanson: "special ops" drums (track 4)
Produced by Eric Jarvis and Scott Spencer
Mixed by Eric Jarvis & Dan Workman
Mastered by Allen Corneau at Essential Sound, Houston, TX