| 1. Mort Stevens And His Orchestra - The Long Wait (Hawaii Five-O TV Soundtrack) (Used By Fat Joe For 'Flow Joe') | not rated | 2:09 |
| 2. Sylvia Striplin - You Can't Turn Me Away (Used By Notorious B.I.G. For 'Get Money') | not rated | 5:22 |
| 3. David Axelrod - The Smile (A Undiscovered Gem Used By Lord Finesse) | not rated | 0:24 |
| 4. Jeff Lorber - Rain Dance (Used By Lil' Kim For 'Crush On You') | not rated | 4:35 |
| 5. Cal Tjader - Morning (Used By O.C. For 'Love And Affection') | not rated | 3:23 |
| 6. Quincy Jones - Summer In The City (Used By Pharcyde For 'She Keeps On Passin' Me By') | not rated | 4:00 |
| 7. Lonnie Listen Smith - A Garden Of Peace (Used By Jay-Z For 'Dead Presidents') | not rated | 2:19 |
| 8. David Porter - I'm Afraid The Masquerade Is Over (Used By Notorious B.I.G. For 'Who Shot Ya') | not rated | 5:13 |
| 9. Shellie Mann - Mask (Used By Jeru The Damaja) | not rated | 0:40 |
| 10. Joe Willaims - Get Out My Life Woman (Used By Kool G. Rap For 'Ill Street Blues') | not rated | 3:14 |
| 11. Tyron Davis - In The Mood (Used By The Beatnuts) | not rated | 4:04 |
| 12. Unknown - Drums Of Death (Bonus Beat) | not rated | 1:00 |
| 36:27 |
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