Production
- Bette Midler - record producer, writer
- Bob Kaminsky - record producer
- Jerry Blatt - record producer
- Additional material by: Jerry Blatt, Frank Mula, Lenny Ripps, Marc Shaiman, Charlene Seeger, Bruce Vilanch
- Marc Shaiman - musical arranger
- Bonnie Bruckheimer-Martell - associate producer
- Recorded at Budd Friedman's Improvisation, Los Angeles, California, April 30 - May 1, 1985
- Recorded by Guy Charboneau & Cliff Bonnell, Le Mobile
- Mixed and edited by John Alberts at Regent Sound Studio
- Second engineer: Mark Partis
- Assistant engineer: Ralph Kelsey
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