Band members:
Sam: vocals
Thalia: vocals
Ashley: vocals
Becky: vocals
Sandi: vocals

with
Peter Cunnah: all (other) instruments (1, 6, 12, 13), electric guitar (5), bass (5), programming (1, 6, 12, 13), backing vocals (1, 6, 15)
Graham Stack: keyboards (3, 4), programming (3, 4)
Fredrik Nils Thomander: original programming (4)
Craig Hardy: keyboards (3, 4), programming (3, 4)
Adam Phillips: guitars (3), sitar (3)
Alan Darby: guitars (4)
Mark Roberts: drums (5, 15)
Milton McDonald: 12 string guitar (5), additional guitar (15)
Matt Clifford: piano (5, 13), Hammond (5), orchestra conductor (14)
Roddy Lormier/Tim Sanders/Paul Spong/Simon C Clarke: brass (5)
Greg Bone: guitar (7)
Karl Twigg: keyboards (7)
Mark Topham: bass (7)
Karl Twigg/Mark Topham: all instruments (8)
Tim Speight: drums (7)
Ray Hedges: percussion (9, 16)
Nigel Butler: keyboards (9, 16)
Erwin Keiles: guitar (9)
Andrew Frampton/Chris Braide: all instruments (10), programming (10)
Andrew Frampton: backing vocals (10)
Peter Gordeno: guitar (11)
Rick Mitra: drums (11), bass (11)
Dan Gellar/Corrie Fraser: violins (12)
Robert Johnson: guitar (12)
Simon Hill: additional drum programming (14)
Martin Brannigan: keyboards (16)
Rufus Stone: backing vocals (1)
TJ Davis: backing vocals (1, 5, 6, 13, 14)
Tracey Ackerman: backing vocals (3, 4, 9)
Lance Ellington: backing vocals (7, 8)
Mary Carewe: backing vocals (7, 8)
Rita Campbell: backing vocals (8)
Sharon Woolf: backing vocals (11)
Tee Green: backing vocals (11)
Yvone John Lewis: backing vocals (12)
Miriam Stockley: backing vocals (15)
 

Produced by Peter Cunnah (1, 5, 6, 12-15), Ray "Madman" Hedges (2, 9, 16), Graham Stack (3, 4), Mark Topham/Karl Twigg (7, 8), Andrew Frampton (10), Chris Porter (11)
Original production concept: Peter Cunnah/James Petrie (1, 6, 14), Peter Cunnah/Simon Ellis (12)
Mixed by Dan Frampton (1, 6, 14), Mark Emmitt (2), Walter Turbitt/Graham Stack (3), Walter Turbitt (4), Jeremy Wheatley/Peter Cunnah (5), Tim Speight (8)
 

Tracks:
1. Things That Go Bump in the Night [Cunnah/Petrie]
2. The Land of Make Believe [Andy Hill/Peter Sinfield]
3. Back When [Cathy Dennis/Mike Pursey/Tim Lever]
4. Love Is [Anders Wilkstrom/Lamont Dozier/Fredrik Thomander]
5. Best Friends [Cunnah/Petrie]
6. Happy Ever After Endings [Cunnah/Petrie]
7. Going All the Way [Rob Davis/Martin Ankelius/Henrik Andersson]
8. You Got It Bad [Lee Bennett/Ian Green]
9. Tearing Up the World [Hedges/Butler/Ackerman]
10. You're a Fool [A. Frampton/Braide]
11. Butterflies [A. Frampton/Jodie Wilson/David Frank]
12. Once Upon a Lifetime [Cunnah/Ellis]
13. Lost Without You [Cunnah/Petrie]
14. Greatest Love Story [Cunnah/Petrie]
15. Train of Thought [Cunnah/Petrie]
16. Is There Something I Should Know [S. Le Bon/N. Rhodes/J. Taylor/A. Taylor/R. Taylor]

Arranged by Hedges/Butler/Brannigan (2), A. Frampton/Braide (10)
Orchestral arrangement by Clifford/Cunnah (14)
 

Notes: (*) Deservedly short-lived pop band of three girls and two guys; with session work by ABWH's McDonald and Clifford. (2) is a pretty straight cover of a song by '80s popstrels Bucks Fizz and, yes, the lyrics are by Peter Sinfield of King Crimson/ELP/"Run with the Fox" fame. (16) is a cover of the Duran Duran song. (HP, 2 Apr 03)