I Heard It Through The Grapevine
(N. Whitfield, B. Strong)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Strings arranged by Cliff Masterson
Toby Baker - Keyboards & Drum Programming
Nicky "Misschief" Shaw - Additional Drums
Paul Waller - Additional Programming & Percussion
Tim Akers - Hammond B3
Chris Rodriquez - Electric Guitar
Tony Swain - Rhodes
Background Vocals - Jennifer Karr, Ann McCrary, Tammy Taylor, Gale M. West

Published by Jobete Music Co / EMI Music Publishing

You Are Everything
(L. Creed, T. Bell)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Toby Baker - Keyboards & Drum Programming & GTR
Chris Rodriquez - Electric Sitar
Tony Swain - Keyboards
Background Vocals - Tracy Ackermann

Published by Warner Chappell

Signed, Sealed, Delivered I'm Yours
(S. Wonder, S. Wright, L. Hardaway, L. Garrett)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Toby Baker - Keyboards & Drum Programming
Paul Waller - Sound Replacing
Nathan East - Bass
Ricky Lawson - Drums
Chris Rodriquez - Electric Guitar & Sitar
Michael Thompson - Guitars
Background Vocals - Alfreda McCrary Lee, Ann McCrary, Tammy Taylor, Gale M. West, Dwayne Starling, Kevin Whalum

Published by Black Bull Music Inc / Jobete Music Co

I'm Gonna Make You Love Me
(K. Gamble, J. Ross)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Toby Baker - Keyboards & Drum Programming
Toby Baker & Simon Climie - Electric & Acoustic Guitars
Mark Douthit - Saxophone
Background Vocals - Ann McCrary, Tammy Taylor, Gale M. West

Published by Warner Chappell

Ain't Nothing Like The Real Thing
(N. Ashford, V. Simpson)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Strings arranged by Cliff Masterson
Toby Baker - Keyboards & Drum Programming
Background Vocals - Tracy Ackermann & Simon Climie

Published by Jobete Music Co / EMI Music Publishing

Reflections
(B. Holland, L. Dozier, E. Holland)

Produced by Simon Climie
Arranged by Nicky "Misschief" Shaw
Michael McDonald - Lead Vocals & Rhodes
Nicky "Misschief" Shaw - Drums & Bass Programming
Toby Baker - Keyboards & Programming
Nathan East - Bass
Ricky Lawson - Drums
Michael Thompson - Guitars
Background Vocals - Alfreda McCrary Lee, Ann McCrary, Tammy Taylor, Gale M. West, Dwayne Starling, Kevin Whalum

Published by Jobete Music Co / EMI Music Publishing

How Sweet It Is (To Be Loved By You)
(B. Holland, L. Dozier, E. Holland)

Produced by Simon Climie
Arranged by Simon Climie & Nicky "Misschief" Shaw
Nicky "Misschief" Shaw - Drums, Programming & Percussion
Toby Baker - Keyboards & Programming
Nathan East - Bass
Chris Rodriquez - Electric Guitar
Background Vocals - Tommy Sims, Michael McDonald & Simon Climie
Tim Akers - Hammond B3

Published by Jobete Music Co / EMI Music Publishing

Ain't No Mountain High Enough
(N. Ashford, V. Simpson)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Strings arranged by Cliff Masterson
Toby Baker - Keyboards & Drum Programming
Nathan East - Bass
Ricky Lawson - Drums
Chris Rodriquez - Electric Guitar
Michael Thompson - Guitars
Tony Swain - Rhodes
Background Vocals - Ann McCrary, Tammy Taylor, Gale M. West

Published by Jobete Music Co / EMI Music Publishing

All In Love Is Fair
(S. Wonder)

Produced by Simon Climie
Arranged by Simon Climie & Nicky "Misschief" Shaw
Strings arranged by Nick Ingman
Nicky "Misschief" Shaw - Drums Programming
Paul Waller - Additional Programming & FX
Toby Baker - Keyboards

Published by Black Bull Music Inc / Jobete Music Co

I Want You
(A. Ross, L. Ware)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Strings arranged by Nick Ingman
Toby Baker - Keyboards & Drum Programming & GTR
Jonathan Shackovskoy - Pro Tools
Joel Evenden - Assistant Engineer
Nathan East - Bass
Ricky Lawson - Drums
Michael Thompson - Electric Guitars
Tim Carmen - Hammond B3
Background Vocals - Leon Ware & Michael McDonald

Published by Rondor Music (London) Ltd & Almo-Music Corp / Jobete Music Co Inc (USA)

Distant Lover
(S. Greene, M. Gaye, G. Fuqua)

Produced by Simon Climie
Arranged by Simon Climie & Nicky "Misschief" Shaw
Nicky "Misschief" Shaw - Drums & Bass Programming
Toby Baker - Keyboards & Programming
Background Vocals - Amy Holland McDonald & Audrey Martells
Tommy Sims - Electric Guitar
Mark Douthit - Saxophone
Tim Akers - Hammond B3

Published by Jobete Music Co / EMI Music Publishing

I Believe (When I Fall In Love It Will Be Forever)
(S. Wonder, Y. Wright)

Produced by Simon Climie
Arranged by Simon Climie & Toby Baker
Toby Baker - Keyboards & Drum Programming
Nicky "Misschief" Shaw - Drum Editing
Paul Waller - Additional Programming & Sound Replacing
Nathan East - Bass
Ricky Lawson - Drums
Chris Rodriquez - Electric Guitar
Tony Swain - Synths
Background Vocals - Alfreda McCrary Lee, Ann McCrary, Tammy Taylor, Gale M. West, Dwayne Starling, Kevin Whalum

Published by Black Bull Music Inc / Jobete Music Co

Since I Lost My Baby
(S. Robinson, W. Moore)

Produced by Simon Climie
Arranged by Michael McDonald
Michael McDonald - Piano
Toby Baker - Bass Guitar
Tim Akers - Hammond B3
Adam Brown - Engineering & Pro Tools

Published by Jobete Music Co / EMI Music Publishing

Lead & Background Vocals - Michael McDonald

Album Produced and arranged by Simon Climie

Executive Producer Tony Swain

Album recorded in New York, Los Angeles, Nashville, USA and Nice,France

Mixed by Mick Guzauski at Barking Doctor, New York
Mix Assistant Tom Baker

Album Mastered by Bob Ludwig at Gateway Mastering Studios, Portland Maine

Simon Climie - Pro Tools Engineering and Programming
Toby Baker - Arranger, Programmer
Nicky "Misschief" Shaw - Arranger, Programmer
Jonathan Shakovskoy - Pro Tools
Joel Evenden - Pro Tools & Engineering assistant
Adam Brown - Engineering Pro Tools
Alan Douglas - Orchestral Engineering
Gavyn Wright - String Leader
Isobel Griffiths - Orchestra Contractor
Dee Harrington - Album Co-ordinator
Recorded On Pro Tools HD with Oxford Plug ins by Signia Productions
info@signismusic.com
Fred Davis - Legal

Evelyn Morgan - Universal business affairs, New York

LA
Engineer - Don Murray
Assistant - Tom Sweeney
Production Co-ordinator - Debbie Johnson

Nashville
Engineer - Ben Fowler
Additional Engineering - Shannon Forrest
2nd Engineer - Grady Walker
Pro Tools Engineer - Shannon Forrest
Production Co-ordinator - Lisa Patton

Cover Photo - Michael Wilson
Make-up - Cindy Rich
Wardrobe - Richard Orga

Thanks
To my wife, Amy, for her loving support and her beautiful vocal on "Distant Lover" and my kids, as always, for their patience and support.

A personal thanks to all the musicians, vocalists, songwriters and production personnel who helped make this album possible. Especially the original artists and musicians whose memorable performances of these songs served as our inspiration for making this record.

I'd like to thank Max Hole, Kate Farmer, Tony Swain, Lian Snodgrass and Tony Newbury from Universal Music Group, for it was originally their idea to do the project and ask me to participate as an artist.

I'd also like to thank my producer, Simon Climie, and his highly talented staff - in particular, Nicky "Misschief" Shaw, Toby Baker and Mick Guzauski for their brilliant effort.

My personal assistant, Lisa, for all her inspiration, help and guidance.

Ken Levitan, Joel Hoffner and the staff at Vector Management.

The hardest part of doing this record was to pick 13 songs from the incredible Motown/Tamla catalog. This Project was truly one of the greatest joys of my career.

Thank you to Berry Gordy for his vision and his landmark contribution to American Pop Music Culture.

This album is dedicated to
...all the people of all generations (especially mine) who grew up listening to the music of Motown, from the earliest hits penned by Berry Gordy for such artists as Jackie Wilson, and Barrett Strong for Hitsville USA, on through the incredible myriad of artists that would come to fill the Motown/Tamla roster in the following decades.

...to those whose very lives were underscored by the exciting and beautiful strains of the Motown era.

...to those of us who, upon hearing these songs, are reminded that somewhere in this music some part of us will stay forever young.

...and lastly, but certainly not the least of all, to the indomitable spirit and music of Detroit, Michigan that to this days keeps "...calling out around the world."
-Michael McDonald

In memory of Jodie Brumagin, Bob Eagle, and Chuck Sabatino - on behalf of all of us who had the great pleasure of knowing and playing music with them. 

2003 Universal Music International.
2003 Universal Music International.
A Universal Music Company.