Billy Sherwood: vocals (3, 9, 10), backing vocals (8), organ (3-5, 7), piano (3), Rhodes (5), keys (10), orchestral keys (4), guitars (7, 10), steel guitar (5), bass (4), drums (10)
Tony Kaye: organ (1, 6, 9), keys (6), Rhodes (1), Hammond (10)
Alan White: drums (1), percussion (2), roto toms (3)
Adrian Belew: vocals (1)
Jeff "Skunk" Baxter: guitars (1), pedal steel (1)
John Giblin: bass (1)
Larry Fast: keys (2)
Gary Green: vocals (3), guitars (3, 5)
Robby Krieger: sitar (3, 8, 10), guitars (8)
David Sancious: Rhodes (3)
Jay Schellen: drums (3, 4)
Colin Moulding: bass (3), vocals (8)
Michael Sherwood: backing vocals (3, 6, 8)
C.C. White: vocals (4, 9), backing vocals (3)
Rick Wakeman: piano (4)
Steve Howe: steel guitar (4)
Bill Bruford: drums (5)
Tony Levin: bass (5)
Tommy Shaw: vocals (5)
Edgar Winter: sax (5)
John Wetton: vocals (6), bass (9)
Scotty Page: sax (6)
Dweezil Zappa: lead guitar (6)
Bob Kulick: guitars (6)
Pat Mastelotto: drums (6)
Jimmy Haslip: bass (6)
Robben Ford: guitars (7)
Steve Porcaro: keys (7)
Aynsley Dunbar: drums (7)
Tony Franklin: bass (7)
Geoff Downes: keys (8)
Vinnie Colaiuta: drums (8, 9)
Del Palmer: bass (8)
Peter Banks: guitars (9)
Malcolm McDowell: voices (including 1)
Michi Sherwood: voices
 

Produced by Billy Sherwood, except (7) by Bob Kulick/Billy Sherwood
Recorded and mixed by B. Sherwood
Studio technicians: Mark Fergesen, John Cox, Rick Luxumberg
Additional engineering by Rob Audrey (for John Wetton), Ken Latchney (for Adrian Belew), Erik Jordan (for Rick Wakeman), Andy Partridge (for Colin Moulding), Jeff Knowler (for Bill Bruford)
Mastered by Joe Gastwirt
 

Tracks:
1. Speak to Me/Breathe [N. Mason/R.Waters & D. Gilmour/Waters/R. Wright] (5:41)
2. On the Run [Gilmour/Waters/Wright] (3:15)
3. Time [Gilmour/Mason/Waters/Wright] (6:57)
4. The Great Gig in the Sky [Waters/Wright] (4:38)
5. Money [Waters] (6:22)
6. Us and Them [Waters/Wright] (7:32)
7. Any Colour You Like [Gilmour/Mason/Wright] (4:11)
8. Brain Damage [Waters] (3:50)
9. Eclipse [Waters] (2:04)
10. Where We Belong [B. Sherwood] (3:56)
 

Notes: The follow-up project to Billy Sherwood's Back Against the Wall is a re-creation of Pink Floyd's seminal Dark Side of the Moon. This time, Sherwood has include one original piece of his own: "Where We Belong" is a typical Sherwood compositions, with a hint of "Comfortably Numb" about it.

The same wide array of guests is present, most of whom were on Back Against the Wall (namely Howe, White, Wakeman, Downes, Kaye, Levin, Michael and Michi Sherwood, Schellen, Wetton, Belew, Krieger, Shaw, Green, Fast, Colaiuta, Giblin, Franklin, D. Palmer, S. Porcaro, D. Zappa and McDowell). Michael is Billy's older brother and he also sang on Union. Michi is Billy's wife. Steve Porcaro is best known for his work in Toto, but he was also on Union and Open Your Eyes.

As with Back Against the Wall, some material is recycled from the earlier Pigs & Pyramids—An All Star Lineup Performing the Songs of Pink Floyd. (7) seems to be largely the same recordings (although a credit for additional keys by Scott Walton has vanished and one for Billy Sherwood on organ and guitars has appeared). However, with other pieces, rather than simply use the whole track from Pigs & Pyramids, it appears some recordings from Pigs & Pyramids were re-used combined with new recordings. As far as I can work out, that is Baxter on "Breathe"; Levin, Shaw and Winter on "Money"; and Page and Haslip on "Us and Them". (HP, 28 May 06)