Bass – Monty Budwig
Cornet – Warren Vaché
Drums – Jake Hanna
Guitar – Cal Collins
Piano – Nat Pierce
Tenor Saxophone – Scott Hamilton
SIDE 1
1. I Cover The Waterfront
2. Good Morning, Heartache
3. Mean To Me
4. Lover Man (Oh Where Can You Be?)
5. Don't Explain
SIDE 2
1. Comes Love
2. He's Funny That Way
3. God Bless The Child
4. Them There Eyes
5. Everything Happens To Me