George Benson – Tenderly
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| 1. Don Raye/Gene DePaul - You Don't Know What Love Is | not rated | 4:41 |
| 2. Ned Washington/Victor Young - Stella By Starlight | not rated | 5:16 |
| 3. Hoagy Carmichael/Mitchell Parish - Stardust | not rated | 6:04 |
| 4. Bobby Woodlen/Grace Sampson/Guirty, Fred Lincoln/Mario Bauzá - At the Mambo Inn | not rated | 4:55 |
| 5. John Lennon/Paul McCartney - Here, There and Everywhere | not rated | 5:08 |
| 6. Gordon Jenkins - This Is All I Ask | not rated | 5:37 |
| 7. Jack Lawrence/Walter Gross - Tenderly | not rated | 3:07 |
| 8. J.J. Johnson/Lorenz Hart/Richard Rodgers - I Could Write a Book | not rated | 4:01 |
| 38:49 | ||
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