I Thought About You composed by Johnny Mercer
Christian McBride, featured guest bassist, arranger
Vance Thompson, trumpet soloist, director

Saxophones
Mark Tucker, alto
David King, alto
Greg Tardy, tenor
Will Boyd, tenor
Tom Johnson, baritone

Trombones
Tom Lundberg, lead
Don Hough
Tylar Bullion
Brad McDougall, bass

Trumpets
Michael Wyatt, lead
Stewart Cox
Mike Spirko

Bill Swann, piano
Keith Brown, drums

Audio recorded and mixed by Mischa Goldman
Video recorded and edited by Matt Caldwell