- All compositions by Bobby Timmons except as indicated
- "If You Ain't Got It (I Got to Get It Somewhere)" (Tom McIntosh) - 3:14
- "Up, Up and Away" (Jimmy Webb) - 4:06
- "Travelin' Light" (Jimmy Mundy, Trummy Young, Johnny Mercer) - 5:06
- "Come Sunday" (Duke Ellington) - 3:02
- "One Down" - 4:42
- "So Tired" - 2:54
- "Here's That Rainy Day" (Johnny Burke, Jimmy Van Heusen) - 3:22
- "Straight, No Chaser" (Thelonious Monk) - 6:04
- "Booker's Bossa" (Walter Booker, Cedar Walton) - 5:02
- Recorded at Plaza Sound Studios, New York City on November 20 (tracks 1, 4 & 6), November 21 (tracks 2 & 8), and December 4 (tracks 3, 5, 7 & 9), 1967.
- Bobby Timmons - piano
- Jimmy Owens - trumpet, flugelhorn (tracks 1, 2, 4, 6 & 8)
- Hubert Laws - flute (tracks 1, 2, 4, 6 & 8)
- Joe Farrell, James Moody - flute, tenor saxophone (tracks 1, 2, 4, 6 & 8)
- George Barrow - baritone saxophone
- Joe Beck (tracks 3, 5, 7 & 9), Howard Collins (tracks 2 & 8), Eric Gale (tracks 1, 4 & 6) - guitar
- Ron Carter - bass
- Jimmy Cobb (tracks 2, 3, 5 & 7-9), Billy Higgins (tracks 1, 4 & 6) - drums
- Tom McIntosh - arranger, conductor (tracks 1, 2, 4, 6 & 8)
- Unidentified voices (tracks 1, 4 & 6)