Recorded over two evenings, April 29th and 30th 2002, at the Louisville Palace in Louisville, Kentucky this set manages to combine both great playing and great sound. Union Station's core members, Dan Tyminsky on guitar, mando, and baritone vocals, Ron Block on banjo, guitar, and tenor vocals, and Barry Bales on acoustic bass, are joined by Jerry Douglas on dobro and Larry Atamanuik on drums.
| Actor | Role |
|---|---|
 Alison KraussSelf - Vocals & Fiddle | Self - Vocals & Fiddle |
 Jerry DouglasSelf - Dobro & Vocals | Self - Dobro & Vocals |
| DDan TyminskiSelf - Guitar, Mandolin, & Vocals | Self - Guitar, Mandolin, & Vocals |
| RRon BlockSelf - Guitar, Banjo, & Vocals | Self - Guitar, Banjo, & Vocals |
| BBarry BalesSelf - Bass | Self - Bass |
| LLarry AtamanuikSelf - Drums | Self - Drums |