* Scooter Ward - vocals, guitar, piano, keyboards
* Kelly Hayes - guitar
* Jeremy Marshall - bass
* Sam McCandless - drums
* Fred Durst - additional vocals
* Ross Robinson - additional vocals
* Chuck Johnson - additional vocals
* Krystal Atkins - female vocal on "Strip Her Down"
* Production and Recording: Ross Robinson
* Executive Producer: Jordan Schur
* A&R for Flip: Fred Durst
* A&R for A&M: Larry Weintraub
* Mixed by Terry Date: All tracks except "Ugly" and "Strip Her Down"
* Mixed by Ross Robinson: "Ugly" and "Strip Her Down"
* Engineered by: Richard Kaplan
* Assisted by: Chuck Johnson and Rob Agnello
* Mastered by: Howie Weinberg