- Mike Sary ( bass, percussion )
- Dean Zigoris ( guitar, keyboards, vocal, percussion, synth guitar, noise, and "yé, old analogue synthesizer" )
- Bob Douglas ( drums (1,5) )
- Greg Acker ( flute, sax, Hawaiian nose flute, percussion (1,3-5) )
- John Encifer ( keyboards )
- Eugene Chadbourne ( banjo )
- John Robinson ( keyboards, '1(4" jack noise' (1,3,5,6) )
- Brian Donohue ( drums (2,3,6) )
- Steve Good ( saxes, clarinets (2) )
- Chris Vincent ( drums, vocal, percussion & "Popsicles" (4) )
- Cathy Moeller ( violin (4) )
- Kirk Davis ( vocal, percussion, "unbridled enthusiasm" (4) )