The story of legendary jazz bassist Milt Hinton and tap dancer Charles "Honi" Coles offers a front row seat to the creation of Jazz History. The film includes rehearsals, practice sessions, photographs, historical film footage, as well as a lunch break interview at New York's China Song restaurant in which the artists discuss everything from the mathematical principles of music to the dance acts who played the Apollo. The film also features a special appearance by choreographer/tap dancer Brenda Bufalino.
| Directing | Louise Tiranoff | Director |
| Editing | Daniel Jatovsky | Editor |
| Camera | Robert M. Baldwin | Director of Photography |
| Directing | Michael Tiranoff | Assistant Director |
| Production | Edward Cornell | Producer |
| Production | Louise Tiranoff | Producer |
| Camera | Louise Tiranoff | Camera Operator |
| Camera | Tony C. Jannelli | Camera Operator |
| Sound | Chat Gunter | Location Sound Recordist |
| Sound | Roger Phenix | Location Sound Recordist |
| Sound | John Tiranoff | Location Sound Recordist |
| Sound | Bill Wander | Location Sound Recordist |
| Editing | David Groover | Additional Editing |
| Editing | Robert Mcdonald | Additional Editing |
| Production | Terri Randall | Unit Production Manager |
| Sound | Todd Miller | Sound Mixer |