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Elvis Costello: Acoustic 6-string guitar, arranger, celeste, composer, conductor, glockenspiel, guitar (12 string acoustic), guitar (acoustic), guitar (electric), Hammond B3, horn arrangements, mini Moog, orchestration, piano, piano (electric), producer, slide guitar, spanish guitar, vibraphone, vocal arrangement, vocals, vocals (background), whistle, woodwind arrangement, wurlitzer
- Steve Nieve: Fender Rhodes, keyboards, mellotron, piano, piano (electric), piano (grand), piano (Upright), Vox Continental, wurlitzer
- Burt Bacharach: Composer (2, 8, 12), piano
- Tim Mech: Guitar, technician
- Davey Faragher: Bass, vocal arrangement, vocals (background)
- Pete Thomas: Drums, percussion, tambourine
- Tommy Faragher: Vocals (background)
- Kitten Kuroi: Vocals (background)
- Briana Lee: Vocals (background)
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Carole King: Composer (3)
- Michael Rabinowitz: Bassoon
- Doug Wieselman: Sax (alto), sax (baritone), sax (tenor)
- Lawrence Feldman: Sax (alto)
- Steve Bernstein: Piccolo trumpet, trumpet
- Clark Gayton: Trombone, trombone (bass)
- Sheryl Henze: Flute, flute (alto), piccolo
- Christopher Komer: French horn
- Robert Chausow: Concert master, violin
- Juliet Haffner: String contractor, viola
- Cyrus Beroukhim: Violin
- Louise Owen: Violin
- Antoine Silverman: Violin
- Claire Chan: Viola, violin
- Katarzyna Bryla: Viola
- Christopher Cardona: Viola
- Erik Friedlander: Viloncello
- Sebastián Krys: Engineer, mixing, percussion, producer
- Ivy Skoff: Production coordination
- Duarte Figueira: Production assistant
- Doug Emery: Chart, pre-production
- Ron Taylor: Engineer
- Scott Moore: Second engineer
- Seth Presant: Second engineer
- Chaz Sexton: Second engineer
- Gosha Usov: Second engineer
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Bob Ludwig: Mastering
- Eamonn Singer: Illustrations
- Coco Shinomiya: Layout
- Jeremy Levy: Transcription
