  
Scott Collard – synthesizer, keyboards, Fender Rhodes
Larry Crane – lyre, xylophone, bells, vibraphone
Greg Degler – clarinet, flute, saxophone
Joe Despagni – sound Effects
Laurel Fishman – vocals
Peggy Foster – bass
Chris Frazier – drums
Stuart Hamm – bass, Sound Effects, Vocals, Vocals (bckgr)
Bob Harris – trumpet, vocals
Suzannah Harris – vocals
Billy James – percussion, drums
Paul Lemcke – keyboards
Pia Maiocco – vocals
Tommy Mars – violin, keyboards, vocals
Ursula Rayven – vocals
Lill Vai – sound effects
Steve Vai – synthesizer, bass, guitar, percussion, piano, electric guitar, keyboards, * sitar, vocals, bells, producer, engineer, drum machine, drum programming, design, mixing
Chad Wackerman – drums
Pete Zeldman – percussion, drums
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William Becton – composer
Aaron Brown – design, illustrations
John Matousek – mastering
Mark Pinske – assistant
Neil Zlozower – photography
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