1) Did You Ever See a Dream Walking? - Bing Crosby
2) Butterflies in the Rain - Sam Browne with Ambrose ; His Orchestra
3) Lover - Paul Whiteman ; His Orchestra
4) My Song Goes Round the World - Joseph Schmidt
5) It's the Talk of the Town - Connee Boswell
6) I'm Getting Sentimental Over You - Layton and Johnstone
7) There's a Cabin in the Pines - Louis Armstrong ; His Orchestra
8) Try a Little Tenderness - the Mills Brothers
9) Lazybones - the Mills Brothers
10) Dinner at Eight - Ben Selvin and Helen Rowland
11) Night and Day - Fred Astaire
12) Sophisticated Lady - Duke Ellington ; His Orchestra
13) Stormy Weather - Harold Arlen
14) Blue Prelude - Paul Robeson with Ray Noble ; The New Mayfair Orchestra
15) I Cover the Waterfront - Roy Fox ; His Band
16) Brother Can You Spare a Dime? - Bing Crosby
17) Close Your Eyes - Al Bowly with Ray Noble ; His Orchestra
18) By a Waterfall - Dick Powell
19) Don't Blame Me - Hutch
20) The Shadow Waltz - Marie Burke with Albert Sandle ; His Orchestra
21) I Gotta Right to Sing the Blues - Jack Teagarden with Benny Goodman ; His Orchestra
22) How Deep Is the Ocean - Sam Browne with Ambrose ; His 'Blue Lyres'
23) Temptation - Bing Crosby
24) The Last Round-Up - Gene Autry