Babyface - Vocals (bckgr), Multi Instruments
Tevin Campbell - Vocals, Vocals (bckgr), Producer, Vocal Arrangement, Executive Producer
Anthony Bailey - Vocals (bckgr)
Christopher Bolden - Drum Programming
Sean "Puffy" Combs - Producer
Keith Crouch - Percussion, Arranger, Multi Instruments, Producer, Engineer, Vocal Arrangement, Drum Programming
Jon Gass - Mixing
David Hancock - Assistant Engineer
Jamey Jaz - Keyboards, Vocals (bckgr), Producer, Vocal Arrangement, Drum Programming, Rhythm Arrangements, Keyboard Programming
Kipper Jones - Vocals (bckgr), Vocal Arrangement
Booker T. Jones - Mixing
Dwayne Jones - Assistant Engineer
Michael Keith - Vocals (bckgr)
Eugene Lo - Engineer, Assistant Engineer
Dave Pensado - Engineer, Mixing

1. Back To The World
2. Dry Your Eyes
3. You Don't Have To Worry
4. I Got It Bad
5. Tell Me Where
6. Could It Be
7. I Need You
8. I'll Be There
9. We Can Work It Out
10. Beautiful Thing
11. Could You Learn To Love
12. Break Of Dawn