Paula Cole: vocals, piano, Juno, tube Wurlitzer, harmonium, beat box, toy xylophone, didjeridu, clarinet
Jay Bellerose: drums, percussion
Tony Levin: bass, Chapman stick
Greg Leisz: guitars, pedal and lap steel
Seamus Egan: uillean pipes, whistle
Gerry Leonard: guitar on "Carmen" and "Hush, Hush, Hush"
Wenyi Shih:violin on "Hush Hush Hush"
Elizabeth Knowles:violin on "Hush Hush Hush"
Judith Insell:viola on "Hush Hush Hush"
Chase Morrison:cello on "Hush Hush Hush"
Seyi Sonuga(!):string arrangement
Kevin Killen:shimmer on "Hush Hush Hush"

Producer: Paula Cole

Guest: Peter Gabriel, vocals on "Hush, Hush, Hush"

All songs written by Paula Cole.

Paula would like to thank Carter, Joe McEwen, Terry Ellis, Steven Baker, Peter Standish, Jeff Gold, Karen Moss, Mark McKenna, Patty and all the Bearsville folks, Randy Ezratty, Rob Camerino, Mary Guarino, Alfredo Hidrovo, Dan Weiner, Melissa Etheridge, Sarah McLachlan, Spider, Kevin Killen, Gerry Leonard, Morocco Casbah, Ty, the upstairs neighbors, Barbara Moutenot, Trishna Singh and Phil Sullivan.
Special thanks to: Greg, Tony, Roger, and drummer of 10 years and counting, Jay!
More special thanks to her "willow in the storm", her special friends and family:
Erica, Heidi, Kristen, Seyi, Max, Irene, G and G, Mom and Dad
Thanks also go to Bob Marley. "Your light shines on," Paula writes for him.
Thich Nhat Hanh gets thanks as well for the inspiration to live mindfully.
As for the listener, Paula encourages you to listen to this album loudly!