A1 | California Backing Vocals – Lynn Davis Bass – Louis Johnson, Stanley Clarke Drums – John Robinson (2) Flute, Piccolo Flute, Alto Flute – Kent Jordan Guitar – Paul Jackson* Keyboards – Todd Cochran Written-By – S. Clarke*, T. Cochran* Backing Vocals – Lynn Davis Bass – Louis Johnson, Stanley Clarke Drums – John Robinson (2) Flute, Piccolo Flute, Alto Flute – Kent Jordan Guitar – Paul Jackson* Keyboards – Todd Cochran Written-By – S. Clarke*, T. Cochran* | 5:26 | |
A2 | Looking Through The Windows Arranged By – Elton Heron Bass [Moog Bass] – Denzil Broadway Miller* Bass [Piccolo Bass] – Stanley Clarke Flute, Alto Flute – Kent Jordan Keyboards – Todd Cochran Written-By – C. Davis* Arranged By – Elton Heron Bass [Moog Bass] – Denzil Broadway Miller* Bass [Piccolo Bass] – Stanley Clarke Flute, Alto Flute – Kent Jordan Keyboards – Todd Cochran Written-By – C. Davis* | 5:20 | |
A3 | Theme From "Terms Of Endearment" Arranged By – Bruce Miller (2) Bass – Neil Stubenhaus Drums – Steve Schaeffer Flute – Kent Jordan Keyboards, Synthesizer – Randy Kerber Written-By – M. Gore* Arranged By – Bruce Miller (2) Bass – Neil Stubenhaus Drums – Steve Schaeffer Flute – Kent Jordan Keyboards, Synthesizer – Randy Kerber Written-By – M. Gore* | 4:51 | |
B1 | No Question About It | 6:22 | |
B2 | A Whisper... A Smile Bass – Alphonso Johnson Drums – Ndugu Chancler* Electric Piano [Fender Rhodes] – Todd Cochran Flute, Alto Flute – Kent Jordan Written-By – E. Heron* Bass – Alphonso Johnson Drums – Ndugu Chancler* Electric Piano [Fender Rhodes] – Todd Cochran Flute, Alto Flute – Kent Jordan Written-By – E. Heron* | 4:57 | |
B3 | Genesis Electric Upright Bass – Stanley Clarke Electronic Drums [Simmons Drums] – Herman Jackson (3) Flute, Piccolo Flute – Kent Jordan Written-By – A. Batiste* Electric Upright Bass – Stanley Clarke Electronic Drums [Simmons Drums] – Herman Jackson (3) Flute, Piccolo Flute – Kent Jordan Written-By – A. Batiste* | 2:11 | |
B4 | American Encore Bass [Tenor Bass] – Stanley Clarke Electronic Drums [Simmons Drums] – Herman Jackson (3) Flute – Kent Jordan Written-By – S. Clarke* Bass [Tenor Bass] – Stanley Clarke Electronic Drums [Simmons Drums] – Herman Jackson (3) Flute – Kent Jordan Written-By – S. Clarke* | 4:27 |