- Artwork [Creative Assistant] – Amanda Jones (7), Christina Scarbo
- Artwork By [Design & Layout] – E
- Bass – Zinskie
- Drums, Percussion, Voice ["ready Go"] – Steve Elkins
- Executive Producer – Chris Suchanek
- Guitar, Piano – Frankie Koroshec*, Matthew Kelly
- Handclaps – Andrew "The Doc" Prickett*, Andy "The Boy" Young*
- Other [Cover Girl] – Candice Watral
- Other [Crucial Insights] – Eric Hammer
- Photography By – Piper Ferguson
- Producer [Assistant], Engineer [Assistant] – Chris Colbert
- Producer, Engineer, Guitar [Baritone], Bells – Andrew "The Doc" Prickett*
- Songwriter – B. Stearns*, F. Koroshec*, M. Kelly*, S. Elkins*
- Violin – Julie "Doll" Carpenter*
- Voice – Jana Wittren, Matthew Kelly
Both sides play the same songs.
All songs (C) 2001 Saturnine Anvil (ASCAP), except "Just You and I" (C) 1990 Twin Peaks Productions.
The sleeve has copyright info for a cover version of "Just You and I", which was initially to be included on the record.