| 1 | A Fine Romance, Fred Astaire | 3:15 |
| 2 | Can't Help Lovin' Dat Man, Billie Holiday | 3:18 |
| 3 | You Are Love, Jan Clayton & Charles Fredericks | 2:59 |
| 4 | All Through The Day, Doris Day | 3:19 |
| 5 | Who?, Pearl Bailey & The Charioteers | 2:53 |
| 6 | Dearly Beloved, Dorothy Kirsten | 3:19 |
| 7 | Lovely To Look At, Stephen Douglass & Joan Roberts | 3:48 |
| 8 | Pick Yourself Up, Fred Astaire | 2:58 |
| 9 | Why Was I Born?, Billie Holiday | 2:51 |
| 10 | They Didn't Believe Me, Dinah Shore | 3:15 |
| 11 | Life Upon The wicked Stage, Colette Lyons | 3:58 |
| 12 | You're Devastating, Stephen Douglass | 3:49 |
| 13 | I'll Be Hard To Handle, Kaye Ballard | 3:35 |
| 14 | Never Gonna Dance, Fred Astaire | 3:12 |
| 15 | Waltz In Swing Time, Johnny Green and his orchestra | 2:36 |
| 16 | Bill, Carol Bruce | 4:23 |
| 17 | The Touch Of Your Hand, Joan Roberts & Frank Rogier | 3:30 |
| 18 | I Won't Dance, Jack Cassidy & Kay Ballard | 3:52 |
| 19 | The Way You Look Tonight, Fred Astaire | 3:10 |
| 20 | Don't Ever Leave Me, Pearl Bailey & The Charioteers | 2:19 |
| 21 | Ol' Man River, Paul Robeson | 3:11 |