Arranged By, Orchestrated By, Vocals, Keyboards – Richard Carpenter
Art Direction – Roland Young
Bass – Joe Osborn
Bass Flute – Tim Weisberg
Bassoon – Norm Herzberg
Drums – Hal Blaine
Engineer – Ray Gerhardt
Engineer [Assistant] – Roger Young
Guitar – Louie Shelton
Lead Guitar – Tony Peluso
Oboe, English Horn – Earle Dumler
Photography By [Front Cover] – Jim McCrary
Photography By [Sleeve] – Bill Hennigan
Producer – Jack Daugherty
Remastered By – Bernie Grundman
Steel Guitar – Red Rhodes
Tenor Saxophone, Flute, Alto Flute – Bob Messenger
Vocals, Drums – Karen Carpenter
Written-By – Barry DeVorzon (tracks: 7), Carole King (tracks: 4), Dan Woodhams (tracks: 12), Gary Geld (tracks: 3), Gary Sims (tracks: 12), John Bettis (tracks: 2, 5, 11), Leon Russell (tracks: 1, 13), Paul Williams (tracks: 10), Perry Botkin, Jr. (tracks: 7), Peter Udell (tracks: 3), Randy Edelman (tracks: 9), Richard Carpenter (tracks: 2, 5, 6, 8, 11), Roger Nichols (tracks: 10), Toni Stern (tracks: 4)