- All compositions by George Russell except as indicated
- "So What" (Miles Davis) - 7:57
- "Rhymes" (Carla Bley) - 6:27
- "War Gewesen" (David Baker) - 5:13
- "Time Spiral" - 19:23
- Recorded live at Emmanuel Church, Boston, Massachusetts, June 18, 1983.
- George Russell - conductor, arranger
- Marc Rossi - keyboards
- Gary Joynes - tenor saxophone, soprano saxophone, flute
- Janis Steprans - alto saxophone, soprano saxophone, flute
- Mark Hervey - trumpet
- Chip Kaner - trombone
- Mark White - guitar
- Bill Urmson - fender bass
- Keith Copeland - drums
- Bruce Barth - keyboards (tracks 1 & 2)
- George Garzone - tenor saxophone, soprano saxophone (tracks 1 & 2)
- Dave Mann - alto saxophone, soprano saxophone, flute (tracks 1 & 2)
- Brad Jones - baritone saxophone, bass clarinet, flute (tracks 1 & 2)
- Mike Peipman, Chris Passin, Roy Okutani - trumpet (tracks 1 & 2)
- Peter Cirelli - trombone (tracks 1 & 2)
- Jeff Marsanskas - bass trombone (tracks 1 & 2)
- Marshall Sealy - french horn (tracks 1 & 2)
- Bob Nieske - acoustic bass (tracks 1 & 2)
- Dave Hagedorn - percussion (tracks 1 & 2)
- Joe Galeota - congas (tracks 1 & 2)