Mingus originally wrote six compositions ("Joni I-VI") for Mitchell to write lyrics for, and three of these were included on the album.

Mitchell is backed on the album by Jaco Pastorius (who had also contributed to Mitchell's two previous albums) on fretless bass, Wayne Shorter on saxophone, Herbie Hancock on electric piano, Peter Erskine on drums and Don Alias on percussion.

"[6] Sources:[7][1] Prior to recording the album, Mitchell had several "experimental sessions" with New York musicians who had worked with Mingus.

These musicians included: The recordings of the "experimental sessions", rumored to have been lost, destroyed, or otherwise made unavailable, have become available as bootleg tapes.

[citation needed] The personnel on the actual album were: Mixed by Joni Mitchell, Henry Lewy and Steve Katz Mastered by Bernie Grundman Personal Management: Elliot Roberts Paintings by Joni Mitchell Art direction: Glen Christensen Recorded at A&M Studios in Hollywood by Henry Lewy and Steve Katz Additional recordings at Electric Lady Studios, New York by Henry Lewy and Jerry Solomon