Miles Davis — [bad word] 
George Coleman — tenor saxophone on "Seven Steps to Heaven," "So Near So Far," "Joshua"
Victor Feldman — piano on "Basin Street Blues," "I Fall in Love Too Easily," "Baby Won't You [bad word] Home," "So Near So Far" (alternate), "Summer Night"
Herbie Hancock — piano on "Seven Steps to Heaven," "So Near So Far" (master), "Joshua"
Ron Carter — bass
Frank Butler — [bad word] on "Basin Street Blues," "I Fall in Love Too Easily," "Baby Won't You [bad word] Home," "So Near So Far" (alternate), "Summer Night"
Tony Williams — [bad word] on "Seven Steps to Heaven," "So Near So Far" (master), "Joshua"