A1 Midnight Lady
Drums – James Gadson
Drums, Synthesizer, Bongos – Marvin Gaye
Guitar – Gordon Banks
Drums – James Gadson
Drums, Synthesizer, Bongos – Marvin Gaye
Guitar – Gordon Banks
5:17A2 Sexual Healing
Backing Vocals – Gordon Banks, Harvey Fuqua, Marvin Gaye
Drums, Electric Piano [Fender Rhodes], Synthesizer, Organ, Bells [Orchestra], Glockenspiel, Bells, Cymbal [Finger], Bongos, Congas – Marvin Gaye
Guitar – Gordon Banks
Written By – Marvin Gaye And Odell Brown
Written-By – Odell Brown
Backing Vocals – Gordon Banks, Harvey Fuqua, Marvin Gaye
Drums, Electric Piano [Fender Rhodes], Synthesizer, Organ, Bells [Orchestra], Glockenspiel, Bells, Cymbal [Finger], Bongos, Congas – Marvin Gaye
Guitar – Gordon Banks
Written By – Marvin Gaye And Odell Brown
Written-By – Odell Brown
3:59A3 Rockin' After Midnight
Alto Saxophone, Tenor Saxophone – Joel Peskin
Drums, Electric Piano [Fender Rhodes], Synthesizer, Vibraphone, Bells [Orchestra], Finger Snaps, Bongos, Tambourine – Marvin Gaye
Guitar – Gordon Banks
Alto Saxophone, Tenor Saxophone – Joel Peskin
Drums, Electric Piano [Fender Rhodes], Synthesizer, Vibraphone, Bells [Orchestra], Finger Snaps, Bongos, Tambourine – Marvin Gaye
Guitar – Gordon Banks
6:03A4 'Til Tomorrow
Guitar, Bass, Drums – Gordon Banks
Synthesizer – Marvin Gaye
Tenor Saxophone – Bobby Stern
Guitar, Bass, Drums – Gordon Banks
Synthesizer – Marvin Gaye
Tenor Saxophone – Bobby Stern
4:58B1 Turn On Some Music
Drums, Electric Piano [Fender Rhodes], Synthesizer, Vibraphone, Bells [Orchestra], Glockenspiel – Marvin Gaye
Guitar – Gordon Banks
Drums, Electric Piano [Fender Rhodes], Synthesizer, Vibraphone, Bells [Orchestra], Glockenspiel – Marvin Gaye
Guitar – Gordon Banks
5:08B2 Third World Girl
Electric Piano [Fender Rhodes], Synthesizer, Synthesizer [Bass], Organ – Marvin Gaye
Guitar, Bass, Drums – Gordon Banks
Harmonica – Bobby Stern
Electric Piano [Fender Rhodes], Synthesizer, Synthesizer [Bass], Organ – Marvin Gaye
Guitar, Bass, Drums – Gordon Banks
Harmonica – Bobby Stern
4:35B3 Joy
Drums, Electric Piano [Fender Rhodes], Synthesizer, Synthesizer [Bass]– Marvin Gaye
Guitar, Bass – Gordon Banks
Tenor Saxophone – Bobby Stern
Drums, Electric Piano [Fender Rhodes], Synthesizer, Synthesizer [Bass]– Marvin Gaye
Guitar, Bass – Gordon Banks
Tenor Saxophone – Bobby Stern
4:23B4 My Love Is Waiting
Drums, Guitar, Bass, Electric Piano [Fender Rhodes]– Gordon Banks
Synthesizer, Organ – Marvin Gaye
Written-By – Gordon Banks
Drums, Guitar, Bass, Electric Piano [Fender Rhodes]– Gordon Banks
Synthesizer, Organ – Marvin Gaye
Written-By – Gordon Banks
5:08
