Bass – Greg MaloneDrums, Percussion, Guitar – Pro JElectric Piano [Rhodes], Backing Vocals – Robin ThickeMixed By – Rich TravaliOrgan – Larry Cox II*Recorded By, Engineer – Bill MalinaWritten-By – J. Gass*

Arranged By [Horns] – Robin ThickeBass – Greg MaloneDrums, Percussion – Pro JFlute – Alfredo RiveraGuitar [Fx] – Andrew MckayGuitar [Lead] – Bobby Keyes*Organ, Electric Piano [Rhodes] – Larry Cox II*Recorded By, Engineer, Mixed By – Bill MalinaSaxophone – Jerahm OrozcoTrombone – Isaac C. Smith*Trumpet – Brian Warfield, Josef LeimbergWritten-By – G. Malone*, L. Cox*, "LB" Breaux*

Bass – Sean HurleyConductor [Strings] – Suzy Katayama*Drums, Bongos, Guitar [Lead], Piano, Arranged By [Horns And Strings] – Pro JGuitar [Pick And Fx] – Andrew MckayMixed By – Rich TravaliOrgan – Larry Cox II*Recorded By, Engineer – Bill MalinaSaxophone [Sax] – Dan HigginsSaxophone [Saxaphone] – Kamasi WashingtonShaker, Tambourine, Backing Vocals, Arranged By [Horns And Strings] – Robin ThickeTrombone – Charlie Morillas, Isaac C. Smith*Trumpet – Brian Warfield, Chuck Findley, Gary Grant, Josef LeimbergWritten-By – J. Gass*

Bass – Sean HurleyBells [Sleigh], Backing Vocals – Robin ThickeDrums, Congas – Pro JElectric Piano [Rhodes] – Larry Cox II*Guitar [Fx] – Andrew MckayGuitar [Lead], Acoustic Guitar – Bobby Keyes*Recorded By, Engineer – Bill MalinaWritten-By – B. Keyes*, R. Daniels*

Backing Vocals – Robin ThickePerformer [All Music], Recorded By, Engineer – Pro JRecorded By, Engineer – Bill MalinaWritten-By – J. Gass*

Backing Vocals – L. Cox II*, Robin ThickeBass – Sean HurleyGuitar [Fx] – Andrew MckayOrgan – Larry Cox II*Percussion – Pro JRecorded By, Engineer – Bill MalinaSitar, Banjo, Acoustic Guitar – Bobby Keyes*Written-By – B. Keyes*

Backing Vocals [Additional], Arranged By [Horns] – Robin ThickeBass – Greg MaloneDrums, Congas, Tambourine – Pro JFlute – Alfredo RiveraGuitar [Lead] – Andrew MckayGuitar [Solo] – Bobby Keyes*Organ, Electric Piano [Wulitzer], Keyboards [Synth Keys], Backing Vocals – Larry Cox II*Recorded By, Engineer, Mixed By – Bill MalinaSaxophone [Saxaphone] – Jerahm OrozcoTrombone – Isaac C. Smith*Trumpet – Brian Warfield, Josef LeimbergWritten-By – A. Harrell*, A. McKay*

Bass, Arranged By [Horns And Strings] – Pro JConductor [Strings] – Suzy Katayama*Flute – Alfredo RiveraOrgan, Arranged By [Horns And Strings] – Larry Cox Piano, Percussion, Arranged By [Horns And Strings] – Robin ThickeRecorded By, Engineer – Bill MalinaSaxophone [Sax] – Dan HigginsSaxophone [Saxaphone] – Jerahm OrozcoTrombone – Charlie Morillas, Isaac C. Smith*Trumpet – Brian Warfield, Chuck Findley, Gary Grant, Josef Leimberg

Backing Vocals – Nicole ScherzingerBass – Greg MaloneConductor [Strings] – Suzy Katayama*Guitar – Bobby Keyes*Keyboards, Drums – Pro JPiano, Arranged By [Horns And Strings], Vocals [Background] – Robin ThickeRecorded By, Engineer – Bill MalinaSaxophone [Sax] – Dan HigginsTrombone – Charlie MorillasTrumpet – Chuck Findley, Gary GrantWritten-By – B. Keyes*

Arranged By [Horns], Vocals [Background] – Robin ThickeBacking Vocals – Candace Wakefield, La-Niece Williams, Sharon Bennett, Sherdale Smith, Tavia IveyBass – Sean HurleyMixed By – Rich TravaliOrgan – Larry Cox II*Piano, Drums, Percussion, Guitar – Pro JSaxophone [Sax] – Dan HigginsTrombone – Charlie MorillasTrumpet – Chuck Findley, Gary GrantWritten-By – J. Gass*

Bass – Greg MaloneConductor [Strings] – Dwight MikkelsenDrums, Percussion, Arranged By [Strings] – Pro JElectric Guitar – Andrew MckayElectric Piano [Rhodes] – Larry Cox II*Guitar, Synthesizer [Synth Keys], Percussion, Arranged By [Strings] – Robin ThickeMixed By – Rich TravaliRecorded By, Engineer – Bill Malina

Edited By [Digital Editing] – Joshua BeckmanFeaturing – Lil WayneInstruments [All] – Pro J, Robin ThickeMixed By – Fabian MarasciulloRecorded By – Bill Malina, Darius "Deezle" Harrison*Recorded By [Assistant], Mixed By [Assistant] – Edward Lido, Miguel BermudezWritten-By – D. Carter*, J. Gass*