This album was recorded in Berkeley, Ca, on December 1987 – January 1988.

The album features Pete Escovedo (leader) on timbales / vocals / percussion, Wayne Wallace (musical director) on trombone, Jeff Cressman on trombone, Robbie Kwock on trumpet / flugelhorn, Mike Galistus on trumpet / flugelhorn, Melecio Magdaluyo on saxophone / flute, Dan Shea on keyboards, Rebeca Mauleon on piano / keyboards / vocals, David Yamasaki on guitar, David Belove on electric bass, Paul Van Wageningen on drums, John Santos on precussion, Juan Escovedo on precussion, Peter Michael Escovedo on precussion / vocals, Sheila E. on congas / vocals, Vicki Randle on vocals, and Ed Smith on drums.