| Disc 1 |
| Song Title | Sample |
| 1. (You Got Me In Between) The Devil And The Deep Blue Sea ~ Helen Ward/Benny Goodman & His Orchestra | ------ |
| 2. I've Got the World on a String ~ Ivie Anderson/Duke Ellington & His Orchestra | ------ |
| 3. I Gotta Right To Sing The Blues ~ Jack Teagarden & His Orchestra | ------ |
| 4. Public Melody No. 1 ~ Louis Armstrong & His Orchestra | ------ |
| 5. When The Sun Comes Out ~ Helen Forrest/Benny Goodman & His Orchestra | ------ |
| 6. Hittin' The Bottle ~ Sy Oliver/Jimmie Lunceford & His Orchestra | ------ |
| 7. Let's Fall In Love ~ Lee Wiley/Eddie Condon & His Orchestra | ------ |
| 8. Let's Put Our Heads Together ~ Henry Allen & His Orchestra | ------ |
| 9. Now I Know ~ Pearl Bailey/Cootie Williams & His Orchestra | ------ |
| 10. As Long As I Live ~ Jack Teagarden/Benny Goodman & His Orchestra | ------ |
| 11. Raisin' the Rent ~ Ivie Anderson/Duke Ellington & His Orchestra | ------ |
| 12. Blues in the Night ~ Hot Lips Page/Artie Shaw & His Orchestra | ------ |
| 13. Down With Love ~ Lee Wiley/Eddie Condon Sextet | ------ |
| 14. Over The Rainbow ~ Judy Garland/Victor Young & His Orchestra | ------ |
| 15. It's Only a Paper Moon ~ Nat King Cole | ------ |
| 16. Buds Won't Bud ~ Judy Garland/Bobby Sherwood & Orchestra | ------ |
| 17. One For My Baby (And One More For The Road) ~ Fred Astaire/Albert Sack & Orchestra | ------ |
| 18. Stormy Weather ~ Ethel Waters/Dorsey Brothers Orchestra | ------ |
| 19. Kickin' The Gong Around ~ Cab Calloway & His Orchestra | ------ |
| 20. Two Blind Loves ~ Helen Forrest/Artie Shaw & His Orchestra | ------ |
| 21. That Old Black Magic ~ Skip Nelson & The Modernaires/Glenn Miller & His Orchestra | ------ |
| 22. Ac ~ Cent | ------ |
| 23. Ill Wind ~ Lena Horne/Lou Bring & His orchestra | ------ |
| 24. Get Happy ~ Benny Goodman & His Orchestra | ------ |
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