演奏者：Steely Dan
Walter Becker - bass, guitar
Donald Fagen - organ, synthesizer, keyboards, electric piano, vocals

Guest Musician：
Anthony Jackson - bass
Chuck Rainey - bass
Don Grolnick - keyboards, electric piano, clavinet
Rob Mounsey - synthesizer, piano
Pat Rebillot - keyboards, electric piano
Joe Sample - electric piano
Hiram Bullock - guitar
Larry Carlton - guitar
Rick Derringer - guitar
Steve Khan - acoustic guitar, electric guitar
Mark Knopfler - lead guitar on "Time out of Mind"
Hugh McCracken - guitar
Wayne Andre - trombone
Michael Brecker - tenor saxophone, vocals
Randy Brecker - trumpet, flugelhorn
Ronnie Cuber - baritone saxophone
Walter Kane - bass clarinet
George Marge - bass clarinet
David Sanborn - alto saxophone, vocals
David Tofani - tenor saxophone, vocal
Steve Gadd - percussion, drums
Rick Marotta - drums
Robbie Buchanan - piano, synthesizers and vocals
Jeff Porcaro - percussion, drums
Bernard "Pretty" Purdie - drums
Crusher Bennett - percussion
Victor Feldman - percussion, keyboards
Ralph MacDonald - percussion
Nicky Marrero - percussion, timbales, vocals
Patti Austin - vocals, background vocals
Frank Floyd - background vocals
Diva Gray - vocals, background vocals
Gordon Grody - vocals, background vocals
Lani Groves - vocals, background vocals
Michael McDonald - vocals, background vocals
Leslie Miller - vocals, background vocals
Jennifer James - vocals, background vocals
Zachary Sanders - vocals, background vocals
Valerie Simpson - vocals, background vocals
Zack Snaders - background vocals
Toni Wine - vocals, background vocals

曲目：
1. Babylon Sisters
2. Hey Nineteen
3. Glamour Profession
4. Gaucho
5. Time Out Of Mind
6. My Rival
7. Third World Man