Personnel

• Walter Becker
  Walter Becker
  Walter Carl Becker is an American musician, songwriter and record producer. He is best known as the co-founder, guitarist, bassist and a co-writer of Steely Dan.-Career:...
  
   – bass
  Bass guitar
  The bass guitar is a stringed instrument played primarily with the fingers or thumb , or by using a pick....
  
  , guitar
  Guitar
  The guitar is a plucked string instrument, usually played with fingers or a pick. The guitar consists of a body with a rigid neck to which the strings, generally six in number, are attached. Guitars are traditionally constructed of various woods and strung with animal gut or, more recently, with...
  
  , ukulele
  Ukulele
  The ukulele, ; from ; it is a subset of the guitar family of instruments, generally with four nylon or gut strings or four courses of strings....
  
  , vocals
• Dean Parks
  Dean Parks
  Dean Parks is an American session guitarist and record producer from Ft. Worth, TX.-Albums:Dean was member of The North Texas State One O'clock Lab Band before moving to Los Angeles to work with Sonny and Cher in 1970. Dean is best-known through his many contributions to albums by Steely Dan...
  
   – acoustic guitar, electric guitar
  Electric guitar
  An electric guitar is a guitar that uses the principle of direct electromagnetic induction to convert vibrations of its metal strings into electric audio signals. The signal generated by an electric guitar is too weak to drive a loudspeaker, so it is amplified before sending it to a loudspeaker...
  
  
• Adam Rogers
  Adam Rogers
  Adam Rogers is an American guitarist specializing in post bop, contemporary jazz, and classical music. Rogers has had a prolific and extensive session history as a recording guitarist having played on over 150 commercially released recordings...
  
   – electric guitar
• John Beasley
  John Beasley (musician)
  John Beasley is an American composer, pianist, producer, and arranger who has recorded and performed with musicians such as Miles Davis, Steely Dan, Chaka Kahn, James Brown, Spice Girls, Dianne Reeves, Ry Cooder, Chick Corea and Sérgio Mendes, Freddie Hubbard, John Patitucci, Queen Latifah, and...
  
   – keyboards
  Keyboard instrument
  A keyboard instrument is a musical instrument which is played using a musical keyboard. The most common of these is the piano. Other widely used keyboard instruments include organs of various types as well as other mechanical, electromechanical and electronic instruments...
  
  
• Donald Fagen
  Donald Fagen
  Donald Jay Fagen is an American musician and songwriter, best known as the co-founder, lead singer, and the principal songwriter of the rock band Steely Dan ....
  
   – keyboards
• Fima Ephron – bass
• Ben Perowsky
  Ben Perowsky
  Ben Perowsky is a New York City based drummer, percussionist, composer, arranger and record producer.-Biography:Exposed early on to jazz from his parents, Frank and Ginger Perowsky, and teacher Bobby Thomas, as well as rock and roll from his older brother Ricky, Ben watched the great musicians...
  
   – drums
• Paulinho Da Costa
  Paulinho Da Costa
  Paulinho da Costa is a Brazilian percussionist born in Rio de Janeiro, considered one of the most recorded musicians of modern times. Playing over two hundred percussion instruments, he has participated in thousands of recording sessions, Grammy Award-winning albums, hit songs, soundtracks, radio...
  
   – percussion
• Bob Sheppard
  Bob Sheppard (musician)
  Bob Sheppard is an American jazz saxophone player.Sheppard has been a studio musician on a wide range of studio, film and television projects, and has also recorded his own albums...
  
   – saxophone
  Saxophone
  The saxophone is a conical-bore transposing musical instrument that is a member of the woodwind family. Saxophones are usually made of brass and played with a single-reed mouthpiece similar to that of the clarinet. The saxophone was invented by the Belgian instrument maker Adolphe Sax in 1846...
  
  , woodwinds
• Bruce Paulson – trombone
  Trombone
  The trombone is a musical instrument in the brass family. Like all brass instruments, sound is produced when the player’s vibrating lips cause the air column inside the instrument to vibrate...
  
  
• Jon Papenbrook – horns/brass
  Brass instrument
  A brass instrument is a musical instrument whose sound is produced by sympathetic vibration of air in a tubular resonator in sympathy with the vibration of the player's lips...
  
  
• Katherine Russell – background vocals
• Brenda White-King – background vocals

Production

• Producer: Donald Fagen, Walter Becker
• Engineers: Tom Hardisty, Earl Martin, John Neff, Roger Nichols, David Russell
• Mastering: Glenn Meadows
• Mixing: Roger Nichols, David Russell
• Horn arrangements: Donald Fagen
• Rhythm arrangements: Donald Fagen
• Type design: Mick Haggerty, Kathleen Philpott
• Art direction: Mick Haggerty
• Project coordinator: Linda Starr
• Tech support: Craig Siegel
• Photography: Annalisa