• Tim Akers - piano •
J. T. Corenflos - electric guitar •
Joe Diffie - acoustic guitar, lead vocals, background vocals •
Larry Franklin - fiddle •
Paul Franklin -
Dobro,
pedal steel guitar •
Aubrey Haynie - fiddle,
mandolin •
George Jones - vocals on "What Would Waylon Do" • B. James Lowry - acoustic guitar • Gary Lunn - bass guitar •
Brent Mason - electric guitar • Randy McCormick - piano •
Steve Nathan -
Hammond B-3 organ, piano • Larry Paxton - bass guitar • Gary Prim - piano • Jason Roller - electric guitar, soloist • Scotty Sanders - pedal steel guitar •
Biff Watson - acoustic guitar •
John Willis - acoustic guitar •
Lonnie Wilson - drums, percussion •
Glenn Worf - bass guitar •
Jonathan Yudkin - strings ==Chart performance==