- Strings, Horns – Mike Lewis
- Backing Vocals – Charlie Chalmers, Donna Rhoads, Jane Fricky, Sandy Rhoads
- Bass – David Hood
- Drums – Roger Hawkins
- Rhythm Section – Jerry Masters, Steve Melton
- Strings, Horns – Mac Emmerman
- Guitar – Jimmy Johnson, Pete Carr
- Keyboards – Barry Beckett
- Percussion – Tom Roady
1. LOVING ARMS
2. MAKING THE BEST OF A BAD SITUATION
3. THE MEMORY OF A WIFE
4. TELL HER IT'S OVER
SIDE 2
1. DO WHAT MAKES YOU SATIAFIED
2. YOU CAN'T STAND THE THOUGHT
3. LEFTOVERS
4. I STILL LOVE YOU (YOU STILL LOVE ME)
"이 곡은 컨트리 가수 MAC DAVIS의 작사로 자신도 불렀다"