| 1. 1 Marching In The Street 6:43 |
| 2. Soloist, Trumpet – Blue Mitchell |
| 3. Tenor Saxophone, Piccolo Flute – Ernie Watts |
| 4. Guitar – Lee Ritenour |
| 5. Bass Guitar – Chuck Rainey |
| 6. Trombone – George Bohannon |
| 7. Bass Drum – Bob Wirtz |
| 8. Voice – Jerry Peters, Jim Gilstrap, Julia Tillman, Maxine Willard, Randy Crawford |
| 9. Trumpet – Bobby Bryant, Oscar Brashear |
| 10. Piano – Dave Grusin |
| 11. Drums, Whistle, Drums [Parade], Voice, Written-by – |
| 12. 2 Modaji 6:53 |
| 13. Drums, Finger Cymbals, Cabasa, Xylophone, Marimba [Bass] – |
| 14. Guitar – Lee Ritenour |
| 15. Bass Guitar – Chuck Rainey |
| 16. Flute – Hubert Laws |
| 17. Electric Piano, Written-by, Arranged By [Rhythm] – Dave Grusin |
| 18. 3 Hop Scotch 7:11 |
| 19. Electric Piano – Herbie Hancock |
| 20. Soloist, Soprano Saxophone – Benny Maupin |
| 21. Tenor Saxophone – Ernie Watts |
| 22. Bass Guitar – Paul Jackson |
| 23. Clavinet – Jerry Peters |
| 24. Trombone – George Bohannon |
| 25. Trumpet – Bobby Bryant, Oscar Brashear |
| 26. Drums, Written-By – |
| 27. 4 Wild Rice 6:36 |
| 28. Electric Piano – Herbie Hancock |
| 29. Soloist, Tenor Saxophone – Benny Maupin |
| 30. Tenor Saxophone – Ernie Watts |
| 31. Bass Guitar – Paul Jackson |
| 32. Drums – |
| 33. Trombone – George Bohannon |
| 34. Trumpet – Bobby Bryant, Oscar Brashear |
| 35. Soloist, Guitar, Written-By – Lee Ritenour |
| 36. 5 Ballad For Heather 7:04 |
| 37. Synthesizer [Arp Bass] – Jerry Peters |
| 38. Piano [Acoustic] – Dave Grusin |
| 39. Electric Piano – Herbie Hancock |
| 40. Soloist, Trombone – Frank Rosolino |
| 41. Written-By – |
| 42. 6 Fair Thee Well 2:53 |
| 43. Tenor Saxophone – Benny Maupin |
| 44. Drums [Uncredited], Written-by – |
| 45. Bass Guitar, Written-By – Paul Jackson |
| 46. Guitar, Talkbox – Melvin Ragin |
| 47. Electric Piano, Clavinet, Written-By – Herbie Hancock |
| 48. 7 Building Love 3:48 |
| 49. Guitar – Lee Ritenour |
| 50. Bass Guitar – Chuck Rainey |
| 51. Voice – Jerry Peters, Julia Tillman, Maxine Willard, Randy Crawford |
| 52. Synthesizer [Mini Moog, Arp 2600] – Dave Grusin |
| 53. Drums, Chimes, Voice, Written-By – |