Written by: Richard Carpenter

Lyrics by: John Bettis

Produced by: Jack Daugherty

Performed by: Hal Blaine (drums (drum set)), Karen Carpenter (drums (drum set)), Richard Carpenter (Wurlitzer electric piano), Jim Horn (woodwind), Bob Messenger (woodwind), Joe Osborn (bass), Douglass Strawn (woodwind), Danny Woodhams (bass), Karen Carpenter (lead vocals), Richard Carpenter (lead vocals)