Count Three & Pray is the fourth studio album by American new wave band Berlin, released on October 13, 1986, by Geffen Records. The album spawned four singles, including "Take My Breath Away", which was featured in the film Top Gun. The single topped the Billboard Hot 100 and won the Academy Award for Best Original Song in 1986. Track listing Personnel Credits adapted from the liner notes of Count Three & Pray. Berlin John Crawford – bass, background vocals Terri Nunn – vocals Rob Brill – drums, background vocals Additional musicians Gene Black, Kane Roberts, David Gilmour, Ted Nugent, Alan Murphy, Elliot Easton, Steve Dougherty, Gregg Wright – guitars Bob Ezrin, Peter Robinson, Greg Kuehn, Jun Sato – keyboards Gary Barlough – Synclavier programming Andy Richards – keyboards programming, keyboards John Batdorf, William Batstone, Lance Ellington, George Merrill, Tessa Niles, The Art Damage Choir – background vocals Richard Niles – orchestration Luís Jardim – percussion Patrick O'Hearn – fretless bass Masakazu Yoshizawa – shakuhachi Osamu Kitajima – koto, biwa Technical Bob Ezrin – production ; recording ; mixing Berlin – production Andy Richards – production Giorgio Moroder – production, mixing David Tickle – recording ; mixing Ted Hayton – recording Brian Reeves – mixing Mike Shipley – mixing Russ Castillo, Steve Strassman, Peter Lewis, Bob Mithoff, Dave Concors, Michael Rosen, Tom Whitlock – additional recording Jeff Bennett, Tom Nist, Charlie Brocco, Robin Laine, Paul Gomersall, Steve Lyon – recording assistance Stephen Marcussen – mastering at Precision Lacquer (Hollywood) Artwork Dean Chamberlain – front cover photo PWR, Matthew Rolston, Middelkoop, Rob Nunn – other photos Janet Levinson – design Charts Certifications Notes References 1986 albums Albums produced by Bob Ezrin Albums produced by Giorgio Moroder Berlin (band) albums Geffen Records albums