1) Stormy Weather - Harold Arlen
2) Get Happy! - Art Hodes ; His Orchestra
3) Kickin the Gong Around - Cab Calloway ; His Orchestra
4) I've Got the World on a String - Bing Crosby
5) Happy As the Day Is Long - Duke Ellington ; His Orchestra
6) It's Only a Paper Moon - Cliff 'Ukelele Ike' Edwards
7) Ill Wind - Eddie Duchin ; His Orchestra
8) Let's Fall in Love - Arthur Tracy
9) Hittin the Bottle - Jimmie Lunceford ; His Orchestra
10) Last Night When We Were Young - Lawrence Tibbett
11) Between the Devil and the Deep Blue Sea - Benny Goodman ; His Orchestra
12) Speaking of the Weather - Dick Powell
13) Public Melody Number One - Louis Armstrong ; His Orchestra
14) I Gotta Right to Sing the Blues - Billie Holiday ; Her Orchestra
15) Ac-Cent-Tchu-Ate the Positive - Bing Crosby/The Andrews Sisters
16) Two Blind Loves - Artie Shaw ; His Orchestra
17) Buds Won't Bud - Judy Garland
18) This Time the Dream's on Me - Glenn Miller ; His Orchestra
19) June Comes Around Every Year - Bing Crosby
20) Blues in the Night - Dinah Shore
21) Happiness Is a Thing Called Joe - Carrol Gibbons ; The Savoy Hotel Orpheans
22) That Old Black Magic - Glenn Miller ; His Orchestra
23) I Promise You - Bing Crosby
24) We're Off to See the Wizard - the Ken Darby Singers
25) Over the Rainbow - Judy Garland