Song written by Lee Ritenour - Off Album " First Course " - Recorded Oct./ Dec.- 1975 - Released - 1976 - Epic Records - Recorded At The Sound Labs - Hollywood, Ca. - Lee Ritenour - Guitars - Dave Grusin - Fender Rhodes - Clavinet - Patrice Rushen - Clavinet - Harvey Mason - Drums - Bill Dickinson - Bass - Jerry Steinholtz - Congas - Percussion - Tom Scott - Tenor Sax (solo) - Lyricon - Jerome Richardson - Baritone Sax - Chunk Findley - Trumpet - Frank Rosolino - Trombone -Produced by Skip Drinkwater