Genevieve Bachinski: lead and background vocals on 1-6, 8, 10
Richard Rebarber: keyboards on all; vocals on 9, background vocals on 8
Gene Lessman: drums on 1-6, 8-10
David Boye: electric bass on 1-3, 6, 8, 10; acoustic bass on 4, 5, 9; electric guitar on 2
Alyssa Storey: cello on 1-3,5-9
Scott Stanfield: acoustic guitar on 4-6; electric guitar on 2-5
Jon Taylor: electric guitar on 1, 5, 6, 8, 10
Christine Brown: violin on 5-8
Mistyn Kozisek: violin on 2, 10
Kristen Bailey: lead and background vocals on 7, 9
Tery Daly: electric guitar on 1; bass on 7
N.L. Junebug Klosterboer: saxophones on 4, 5
Matt Holland: trombone on 4, 5
Beth Fry: trumpet on 4, 5
Chris Sorensen: baritone horn on 4-6
Rob Hawkins: background vocals on 5

All songs written by Charles Lieurance and Richard Rebarber (© 2009 Holomorphic Music) except “Caroline Says”, by Lou Reed (Spirit One Music), and “Rocks and Virgins”, by Kristen Bailey.
String and horn arrangements by Richard Rebarber,other arranging done by all concerned.

Produced, engineered and mixed by Richard Rebarber
Additional Engineering by Tim Cich (at Bassline Studios)
Mastered by Emily Lazar and Joe LaPorta at The Lodge, NYC
Artwork by Harry Dingman III