- All lead vocals by Marvin Gaye
- Produced by Marvin Gaye
- Members of the Detroit Symphony Orchestra Conducted and Arranged by David Van De Pitte
- Background Voices:
- Marvin Gaye
- The Andantes (Jackie Hicks, Marlene Barrow, and Louvain Demps)
- Mel Farr and Lem Barney of the Detroit Lions
- Bobby Rogers of The Miracles
- Elgie Stover
- Kenneth Stover
- Strings, Woodwinds and Brass
- Gordon Staples, Zinovi Bistritzky, Beatriz Budinzky, Richard Margitza, Virginia Halfmann, Felix Resnick, Alvin Score, Lillian Downs, James Waring – violins
- Edouard Kesner, Meyer Shapiro, David Ireland, Nathan Gordon – violas
- Italo Babini, Thaddeus Markiewicz, Edward Korkigan – cellos
- Max Janowsky – double bass
- Carole Crosby – harp
- Dayna Hardwick, William Perich – flutes
- Larry Nozero, Angelo Carlisi, George Benson, Tate Houston – saxophones
- John Trudell, Maurice Davis – trumpets
- Carl Raetz – trombone
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- Instrumentation by The Funk Brothers and Solo Horns
- Eli Fontain – alto saxophone
- Wild Bill Moore – tenor saxophone
- Marvin Gaye – piano, mellotron ("Mercy Mercy Me"), box drum ("What's Going On")
- Johnny Griffith – celeste, keyboards
- Earl Van Dyke – keyboards
- Jack Brokensha – vibraphone, percussion
- Joe Messina, Robert White – electric guitars
- James Jamerson – bass guitar "What's Going On," "What's Happening Brother," "Flyin' High," "Save the Children," "God Is Love," and the b-side "Sad Tomorrows" "Right On," "Wholly Holy"
- Bob Babbitt – bass guitar "Mercy, Mercy Me," and "Inner City Blues"
- Chet Forest – drums
- Jack Ashford – tambourine, percussion
- Eddie "Bongo" Brown – bongos, congas
- Earl DeRouen – bongos, congas
- Bobbye Hall – bongos "Inner City Blues (Make Me Wanna Holler)"
- Katherine Marking – graphic design
- Alana Coghlan – graphic design
- John Matousek – mastering
- James Hendin – Photography
- Curtis McNair – Art Direction
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