1) 's Wonderful - Buddy Clark Dinah Shore
2) He Loves and She Loves
3) My One and Only - Jack Hylton Orchestra
4) How Long Has This Been Going On? - Mel Torm
5) I've Got a Crush on You - George Gershwin Sarah Vaughan
6) Liza (All the Clouds'll Roll Away) - Al Jolson
7) Strike Up the Band - Carroll Gibbons ; His Orchestra
8) Bidin' My Time - the Foursome
9) Could You Use Me? - Judy Garland Mickey Rooney
10) Embraceable You - Frank Sinatra
11) I Got Rhythm
12) But Not for Me - Teddy Wilson
13) Treat Me Rough - Mickey Rooney
14) Boy! What Love Has Done to Me! - Jane Froman
15) You've Got What Gets Me - Roy Fox ; His Band
16) Gems from of Thee I Sing: Wintergreen for President/Who Cares?/Of Thee - Jane Froman Victor Salon Group
17) Mine - Shirley Ross
18) Slap That Bass - Fred Astaire Johnny Green ; His Orchestra
19) (I've Got) Beginner's Luck - Roy Fox ; His Orchestra
20) They All Laughed - Red Nichols
21) Let's Call the Whole Thing Off - Greta Keller Brian Lawrance
22) They Can't Take That Away from Me - Fred Astaire Johnny Green ; His Orchestra
23) Shall We Dance? - Fred Astaire Johnny Green ; His Orchestra
24) I Can't Be Bothered Now - Fred Astaire Ray Noble ; His Orchestra
25) Things Are Looking Up - Fred Astaire Ray Noble ; His Orchestra
26) Foggy Day - Carroll Gibbons
27) Nice Work If You Can Get It - Carroll Gibbons