Written by Brian Pope & Sheila Ford. Produced by Brian Pope. Recorded at Up All Night Studios, Baltimore. Published by Black Vinyl Music (adm by Westbury Music)/ Pope Pump Muzick (ASCAP)/ Sheimaford Music (ASCAP). Bass guitar: Rick Watts. Saxophone: Scott Taylor. Acoustic guitar: Wayne Cooper. Percussion: DJ Pope. Engineered by John Clark, Brian Pope. A1 Remixed by Big Ed & K. Fingers for Blak Beat Niks.