Christian Scott – trumpet
Walter Smith III – tenor saxophone (except on "Rewind That")
Matthew Stevens – guitar (except on "So What")
Zaccai Curtis – Fender rhodes ("Rewind That", "Say It", "Rejection", "Lay In Vein", & "Caught Up"),
Wurlitzer ("She", "Like This", "So What", "Suicide", & "Kiel")
Luques Curtis – acoustic bass (all tracks except electric bass on "Rewind That" & "Like This")
Thomas Pridgen – drums
Donald Harrison – alto saxophone ("Suicide", "So What", "Kiel", & "Paradise Found")
Rewind That (5:18)
Say It (6:27)
Like This (5:00)
So What (4:04), written by Miles Davis
Rejection (7:22)
Lay In Vein (6:17)
She (4:46)
Suicide (6:42)
Caught Up (5:32)
Paradise Found (6:35), written by Donald Harrison, Jr.
Kiel (6:20)
