art direction, design Caroline Balog coordinator [production coordinator] Faith R. Fox engineer Erik Zobler engineer [assistant engineer] Brett Swain engineer [assistant engineer] Gil Morales engineer [assistant engineer] Marnie Riley engineer [assistant engineer] Steve Ford engineer [assistant engineer] Wayne Holmes mastered by Brian Gardner photography by Ecco producer, arranged by George Duke recorded by, mixed by Erik Zobler tracks 1, 3 to 14 written-by George Duke Published By Mycenae Music Co. Published By March 9 Music Published By Almo Music Corp. Recorded At Le Gonks West Recorded At Ocean Way Recording Recorded At Conway Studios Mixed At Conway Studios Mixed At Mama Jo's Overdubbed At Le Gonks West Mastered At Bernie Grundman Mastering Produced For George Duke Enterprises, Inc. Copyright (c) Warner Bros. Records Inc. Phonographic Copyright (p) Warner Bros. Records Inc. Copyright (c) WEA International Inc. Phonographic Copyright (p) WEA International Inc. Record Company Time Warner Manufactured By WEA Manufacturing Manufactured For BMG Direct Marketing, Inc. Licensed To BMG Direct Marketing, Inc. Glass Mastered At Specialty Records Corporation Rights Society: ASCAP Matrix / Runout: ***************** 1 45026-2 RE-1 SRC#01.******************* M2S17