- Etta James: Vocals
- Eddie "Cleanhead" Vinson: Vocals, alto sax, composer (1, A1)
- Red Holloway: M.C., leader, alto sax, tenor sax, baritone sax, associate producer
- Jack McDuff: Hhammond B-3
- Shuggie Otis: Guitar
- Richard Reid: Acoustic bass, bass guitar
- Paul Humphrey: Drums

- Teddy Brannon: Composer (A2)
- Sam Theard: Composer (A2)
- Pete Johnson: Composer (4)
- Big Joe Turner: Composer (4)
- Jimmy Reed: Composer (A3)
- B.B. King: Composer (A4)
- Jules Taub: Composer (A4)
- Bill Foster: Composer (B1)
- Ellington Jordan: Composer (B1)
- Sammy Cahn: Composer (B2)
- Gene DePaul: Composer (B2)
- Alice Cooper: Composer (B3)
- Dick Wagner: Composer (B3)

- Ralph Jungheim: Producer
- John Eargle: Engineer
- Erik Blank: Assistant engineer
- Bill Lightner: Digital editing
- K Disc Mastering, Hollywood, CA: Digital editing studio
- George Horn: Mastering
- Fantasy Studios, Berkeley, CA: Mastering studio

- Phil Carroll: Art direction
- Jamie Putnam: Cover design
- Phil Bray: Photography

Recorded live at Marla's Memory Lane Supper Club, Los Angeles (May 30 & 31st, 1986)
(*) Available on Compact Disc only