| 1. Hoagy Carmichael, Ned Washington - The Nearness Of You | not rated | 3:40 |
| 2. Mack Gordon, James V. Monaco - I Can't Begin To Tell You | not rated | 3:23 |
| 3. Albert H. Brown, Charles N. Daniels, Seymour Rice - Tell Me Your Dream | not rated | 2:35 |
| 4. Jimmy McHugh, Dorothy Fields - I'm In The Mood For Love | not rated | 3:28 |
| 5. Johnny Burke, Jimmy Van Heusen - But Beautiful | not rated | 2:32 |
| 6. Eddie Heyman, Victor Young - When I Fall In Love | not rated | 3:12 |
| 7. Harry Noble - Hold Me, Thrill Me, Kiss Me | not rated | 3:26 |
| 8. Al Dubin, Harry Warren - I'll String Along With You | not rated | 2:44 |
| 9. Mack Gordon, Harry Warren - The More I See You | not rated | 2:47 |
| 10. Walter Donaldson, Gus Kahn - Love Me Or Leave Me | not rated | 2:49 |
| 11. Arthur Williams, Gus Kahn - I Could Have Told You | not rated | 3:38 |
| 12. Clyde Otis, Brook Benton, Belford Hendricks - It's Just A Matter Of Time | not rated | 2:26 |
| 36:40 |
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