- The Black Crowes
- Chris Robinson – vocals, harmonica
- Rich Robinson – guitar, bass guitar, piano on "Lay It All on Me", vocals
- Steve Gorman – drums, percussion
- Ed Harsch – keyboards
- Audley Freed – guitar
- Additional musicians
- Don Was – bass guitar on "Come On" and "Lay It All on Me"
- Teese Gohl – string arrangement
- Craig Ross – lead guitar on "Greasy Grass River"
- Maxine Waters, Oren Waters, Rose Stone and Julie Waters – background vocals on "Soul Singing"
- Production
- Don Was – producer
- Pete Angelus – personal manager
- Amy Finkle – management
- Chris Ribando – recording (Montana Rehearsal Studio and Theater 99)
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- Ray Martin – recording (Theater 99)
- Raeann Zschokke – recording assistant
- The Sickamore Avenue High School Mixing Squad – mixing (The Record Plant and Electric Lady Studios)
- Don Was
- Chris Ribando
- Adam Olmstead
- Steve Mandel – mixing assistant
- Chris Lord-Alge – mixing ("Come On", "Losing My Mind" and "Soul Singing")
- Derek Phelps – guitar tech
- John "Noodles" Weber – drum tech
- Jane Oppenheimer – minister of information
- Jennifer Gunderson – production coordinator
- Ron Kimball Studios – cover photograph
- Zoren Gold – photography
- Minori – retouching
- V2 Image Control – art direction
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