Backing Vocals – Roy GallowayBacking Vocals, Electric Piano, Lead Vocals, Synthesizer – Patrice RushenBass – "Ready" Freddie Washington*Drums – Melvin WebbSaxophone – Gerald "Wonderfunk" Albright*Written-By – Fred Washington*, Terry McFadden*
4:42
A2
I Was Tired Of Being Alone
Arranged By [Horns], Backing Vocals, Lead Vocals, Piano, Percussion – Patrice RushenBacking Vocals – Jeanette Hawes, Roy GallowayBass – "Ready" Freddie Washington*Drums – Melvin WebbGuitar – Paul M. Jackson, Jr.*Written-By – Angela Ehigiator, Fred Washington*Written-By, Arranged By [Horns], Electric Piano – Charles Mims, Jr.*
3:49
A3
All We Need
Arranged By [Vocals], Backing Vocals, Lead Vocals, Clavinet, Electric Piano, Percussion – Patrice RushenBacking Vocals – Karen Evans, Lynn DavisBass – "Ready" Freddie Washington*Drums – Tony St. JamesGuitar – Paul M. Jackson, Jr.*Percussion – Ulysses DupréeWritten-By, Arranged By [Vocals], Lead Vocals – Roy Galloway
5:50
A4
Number One (Instrumental)
4:55
B1
Where There Is Love
Acoustic Guitar – Paul M. Jackson, Jr.*Backing Vocals – Roy GallowayBacking Vocals, Electric Piano, Lead Vocals, Percussion, Synthesizer – Patrice RushenBass – "Ready" Freddie Washington*Drums – James GadsonGuitar [Electric] – Wali AliWritten-By – Fred Washington*Written-By, Backing Vocals – Lynn Davis
3:07
B2
Breakout!
Backing Vocals – Lynn DavisBacking Vocals [Male] – Charles Mims, Jr.*Backing Vocals, Clavinet, Lead Vocals – Patrice RushenBass – "Ready" Freddie Washington*Drums – Ollie BrownGuitar – Paul M. Jackson, Jr.*Guitar [Lead, Solo] – Marlo HendersonRemix – Philip Moores*Written-By, Backing Vocals – Brenda Russell
4:04
B3
If Only
Arranged By [Synthesizer], Backing Vocals, Electric Piano, Lead Vocals, Synthesizer – Patrice RushenBacking Vocals – Lynn Davis, Roy GallowayBass – "Ready" Freddie Washington*Drums – Tony St. JamesGuitar – Paul M. Jackson, Jr.*Remix – Philip Moores*Written-By – Syreeta WrightWritten-By, Arranged By [Synthesizer], Piano, Synthesizer – Charles Mims, Jr.*
3:19
B4
Remind Me
Backing Vocals – Lynn Davis, Roy GallowayBacking Vocals, Electric Piano, Lead Vocals, Percussion, Synthesizer – Patrice RushenDrums – James GadsonWritten-By – Karen Evans
5:15
B5
(She Will) Take You Down To Love
Backing Vocals – Roy GallowayBacking Vocals, Guitar, Lead Vocals – Patrice RushenPercussion – Paulinho Da CostaWritten-By – Fay Hauser
