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• Count Basie – piano
• Lin Biviano – trumpet
• Sonny Cohn – trumpet
• Pete Minger – trumpet
• Bobby Mitchell – trumpet
• Curtis Fuller – trombone
• Al Grey – trombone
• Bill Hughes – trombone
• Mel Wanzo – trombone
• Bobby Plater – alto saxophone
• Eric Dixon – tenor saxophone
• Jimmy Forrest – saxophone
• Danny Turner – saxophone
• Charles Fowlkes – baritone saxophone
• Freddie Green – guitar
• John Duke – double bass
• Reinie Press – bass guitar
• Nat Pierce – piano
• Butch Miles – drums
• Sammy Nestico – arranger, conductor