Produced and recorded in Detroit by Donald Was, David Was, and Jack Tann
for John Lewis Productions Jan-April 1982
Executive Producer: Michael Zilkha
Recorded at Sound Suite Recording Studios
Engineer: Don Was with Warren D. Woods, Jr.
Mixed by Michael H. Brauer, Don Was and Harry Spiridakis at Mediasound, NYC Mastered by Greg Calbi at Sterling Sound
Dance Consultant: Ken Collier

Thanks to the ZE Liberation Front: Andrew Fuhrmann, Debbie Caponetta, Betsy Farren, Susan Schmidt Cover Coordination: Andrew Fuhrmann
Photography: Dean Chamberlain
Grooming: Sandra Bocas
Arranged by Donald Was and the Was (Not Was) Orchestra
Bruce Nazarian: Guitar, Moog
Luis Resto: Oberheim OBX-A, Moog, Vocorder, Acoustic Piano
Carl 'Butch' Small: Percussion, Rap Vocal
Jervonny Collier: Bass
David McMurray: Saxophones
Donald Was: Linn Drums, Oberheim OBS-X, Moog, Acoustic Piano, Percussion, Bass
Randy Jacobs: Guitar, Bass
Kevin Tschirhart: Bongos, Electronic Handclaps
Larry Fratangelo: Percussion
Mike Papa: Linn Drums on "Don't Walk Away"
Jerry Jones: Real, Live Drums on "Anyone Who
Had A Heart"
Michael H. Brauer: The Quickdraw Effect
Backing Vocals: Carol Hall, Kathy Kosins,
Harry Bowens, Donny Ray Mitchell
"Don't Walk Away" Arranged by Dave Van De Pitte
Strings on "Should I Wait" Arranged and Conducted by Paul Riser
Vocal A rrangements on ' 'Dig Deep "and
"Dance or Die" and General Inspiration contributed by Harry Bowens
Rap Vocal on "Dance or Die" Performed by the Mighty Felix and Jarvis
Additional Support: Rachael Hayes, Neal Jackson, David Goss, Doug Fieger, Kip Kaplan, Carl Thorn
Lunches: Bob 'n Robs