The usual suspects appear on this song: TC Howard on bass, DPR Johnson on piano, organ & vocals, Cheryl Knight on vocals, and Susan Munson on vocals. Plus, the following friends: Deloy Moore on 1st acoustic guitar, Roy Whitlock on 2nd acoustic guitar, Alton Prillaman on electric guitar, Leila Munson and Zack Prillaman on "Say it, say it, say" (along with Alton and Cheryl).