Recorded at Cherokee Studios and Sound Labs Studios, Los Angeles, California.

Digitally remastered by Joe Lopes (July 1990, BMG Recording Studios, New York City).

Hall & Oates: John Oates (vocals, guitar, harmonica); Daryl Hall (vocals, mandolin, keyboards, synthesizer).

Personnel: C.B. (guitar, keyboards, synthesizer); Tom Scott (flute, saxophone, lyricon); Charlie DeChant (saxophone); Tom Hensley (piano); David Foster (keyboards); Scotty Edwards, Leland Sklar (bass instrument); Ed Greene, Jim Gordon (drums); Gary Coleman (percussion).

Audio Remasterer: Joe Reagoso.

This is a transitional album for the duo. Its sound is dominated by the blue-eyed soul for which they'd become famous, but toward the end there are some stylistic change of paces. The big hit here, "Rich Girl," is one of the pair's best Motown pastiches; it was reputedly inspired by Errol Wetson, heir to the hamburger fortune. Hall seems to have felt, rightly, that "Rich Boy" didn't quite have the same ring.