| # | Title | Artist | Rating | Length |
|---|
| 1 | Blues Inside Out | Count Basie and His Orchestra | | 6:36 |
| 2 | Dolphin Dip | Count Basie and His Orchestra | | 3:13 |
| 3 | Flute Juice | Count Basie and His Orchestra | | 3:07 |
| 4 | Lady in Lace | Count Basie and His Orchestra | | 4:35 |
| 5 | Stompin' and Jumpin' | Count Basie and His Orchestra | | 2:48 |
| 6 | Trick or Treat | Count Basie and His Orchestra | | 4:13 |
| 7 | Move | Count Basie and His Orchestra | | 3:26 |
| 8 | As I Love You | Count Basie and His Orchestra | | 3:06 |
| 9 | Stop! Don't! | Count Basie and His Orchestra | | 2:35 |
| 10 | Oink | Count Basie and His Orchestra | | 4:36 |
| 11 | I'm Beginning to See the Light (mono take) | Count Basie and His Orchestra with Joe Williams | | 3:09 |
| 12 | I'm Beginning to See the Light (stereo take) | Count Basie and His Orchestra with Joe Williams | | 3:09 |
| 13 | Our Love Is Here to Stay- producer:
- Norman Granz
- alto saxophone:
- Bill Graham (on 1956-04-28)
- bass:
- Eddie Jones (on 1956-04-28)
- drums (drum set):
- Sonny Payne (on 1956-04-28)
- guitar:
- Freddie Green (on 1956-04-28)
- piano:
- Count Basie (on 1956-04-28)
- reeds:
- Charlie Fowlkes (on 1956-04-28), Frank Foster (on 1956-04-28) and Marshall Royal (on 1956-04-28)
- trombone:
- Henry Coker (on 1956-04-28), Bill Hughes (on 1956-04-28) and Benny Powell (on 1956-04-28)
- trumpet:
- Wendell Culley (on 1956-04-28), Reunald Jones (on 1956-04-28), Thad Jones (on 1956-04-28) and Joe Newman (on 1956-04-28)
- woodwind:
- Frank Wess (on 1956-04-28)
- vocals:
- Joe Williams (on 1956-04-28)
- conductor:
- Buddy Bregman (on 1956-04-28)
- arranger:
- Buddy Bregman
- recorded at:
- Capitol Studios in Hollywood, Los Angeles, California, United States (on 1956-04-28)
- recording of:
- Love Is Here to Stay (on 1956-04-28)
- lyricist:
- Ira Gershwin
- composer:
- George Gershwin
- publisher:
- Chappell & Co Ltd., Chappell & Co., Inc. , Chappell Music Ltd., Frankie G. Songs, George Gershwin Music, Ira Gershwin Music, Nokawi Music, Warner Bros. Music , Warner Chappell Music Ltd. , WB Music Corp. (until 2019-05-28), Gershwin Publishing Corp (in 1938) and WC Music Corp. (from 2019-05-28 to present)
- sub-publisher:
- Chappell Music , ヤマハミュージックエンタテインメントホールディングス and ワーナー・チャペル音楽出版 Synch事業部
- part of:
- The Goldwyn Follies
| Count Basie and His Orchestra with Joe Williams | | 3:40 |
| 14 | A Fine Romance | Count Basie and His Orchestra with Joe Williams | | 2:32 |
| 15 | Nevertheless- producer:
- Norman Granz
- alto saxophone:
- Bill Graham (on 1956-04-28)
- bass:
- Eddie Jones (on 1956-04-28)
- drums (drum set):
- Sonny Payne (on 1956-04-28)
- guitar:
- Freddie Green (on 1956-04-28)
- piano:
- Count Basie (on 1956-04-28)
- reeds:
- Charlie Fowlkes (on 1956-04-28), Frank Foster (on 1956-04-28) and Marshall Royal (on 1956-04-28)
- trombone:
- Henry Coker (on 1956-04-28), Bill Hughes (on 1956-04-28) and Benny Powell (on 1956-04-28)
- trumpet:
- Wendell Culley (on 1956-04-28), Reunald Jones (on 1956-04-28), Thad Jones (on 1956-04-28) and Joe Newman (on 1956-04-28)
- woodwind:
- Frank Wess (on 1956-04-28)
- vocals:
- Joe Williams (on 1956-04-28)
- conductor:
- Buddy Bregman (on 1956-04-28)
- arranger:
- Buddy Bregman
- recorded at:
- Capitol Studios in Hollywood, Los Angeles, California, United States (on 1956-04-28)
- recording of:
- Nevertheless (I’m in Love With You) (on 1956-04-28)
- lyricist:
- Bert Kalmar
- composer:
- Harry Ruby
- publisher:
- Chappell & Co., Crawford Music Corp., DeSylva, Brown and Henderson, Inc., Warner/Chappell , ヤマハミュージックエンタテインメントホールディングス and ワーナー・チャペル音楽出版 Synch事業部
| Count Basie and His Orchestra with Joe Williams | | 3:57 |
| 16 | Singin' in the Rain | Count Basie and His Orchestra with Joe Williams | | 2:28 |
| 17 | There Will Never Be Another You | Count Basie and His Orchestra with Joe Williams | | 2:53 |
| 18 | My Baby Just Cares for Me- producer:
- Norman Granz
- alto saxophone:
- Bill Graham (on 1956-05-01)
- bass:
- Eddie Jones (on 1956-05-01)
- drums (drum set):
- Sonny Payne (on 1956-05-01)
- guitar:
- Freddie Green (on 1956-05-01)
- piano:
- Count Basie (on 1956-05-01)
- reeds:
- Charlie Fowlkes (on 1956-05-01), Frank Foster (on 1956-05-01) and Marshall Royal (on 1956-05-01)
- trombone:
- Henry Coker (on 1956-05-01), Bill Hughes (on 1956-05-01) and Benny Powell (on 1956-05-01)
- trumpet:
- Wendell Culley (on 1956-05-01), Reunald Jones (on 1956-05-01), Thad Jones (on 1956-05-01) and Joe Newman (on 1956-05-01)
- woodwind:
- Frank Wess (on 1956-05-01)
- vocals:
- Joe Williams (on 1956-05-01)
- conductor:
- Buddy Bregman (on 1956-05-01)
- arranger:
- Buddy Bregman
- recorded at:
- Capitol Studios in Hollywood, Los Angeles, California, United States (on 1956-05-01)
- recording of:
- My Baby Just Cares for Me (on 1956-05-01)
- lyricist and composer:
- Walter Donaldson and Gus Kahn
- publisher:
- Anne-Rachel Music Corp., Chappell Music Co. Inc., Donaldson Publishing Co., Donaldson, Douglas & Gumble Inc., EMI Music Publishing Ltd. , Francis, Day & Hunter Ltd., Gus Kahn Music Co., The Songwriters Guild and Tobago Music Co.
| Count Basie and His Orchestra | | 2:27 |
| 19 | 'S Wonderful- producer:
- Norman Granz
- alto saxophone:
- Bill Graham (on 1956-05-01)
- bass:
- Eddie Jones (on 1956-05-01)
- drums (drum set):
- Sonny Payne (on 1956-05-01)
- guitar:
- Freddie Green (on 1956-05-01)
- piano:
- Count Basie (on 1956-05-01)
- reeds:
- Charlie Fowlkes (on 1956-05-01), Frank Foster (on 1956-05-01) and Marshall Royal (on 1956-05-01)
- trombone:
- Henry Coker (on 1956-05-01), Bill Hughes (on 1956-05-01) and Benny Powell (on 1956-05-01)
- trumpet:
- Wendell Culley (on 1956-05-01), Reunald Jones (on 1956-05-01), Thad Jones (on 1956-05-01) and Joe Newman (on 1956-05-01)
- woodwind:
- Frank Wess (on 1956-05-01)
- vocals:
- Joe Williams (on 1956-05-01)
- orchestra:
- Count Basie and His Orchestra (on 1956-05-01)
- conductor:
- Buddy Bregman (on 1956-05-01)
- arranger:
- Buddy Bregman
- recorded at:
- Capitol Studios in Hollywood, Los Angeles, California, United States (on 1956-05-01)
- recording of:
- ’S Wonderful (on 1956-05-01)
- lyricist:
- Ira Gershwin (in 1927)
- composer:
- George Gershwin (in 1927)
- publisher:
- Chappell & Co., Chappell & Co., Inc. , Chappell Music Ltd., Ira Gershwin Music, New World Music Company Ltd., Warner/Chappell North America Limited and WB Music Corp.
- included in:
- An American in Paris
- part of:
- Funny Face
- part of:
- My One and Only
| Count Basie and His Orchestra | | 2:39 |
| 20 | This Can't Be Love | Count Basie and His Orchestra | | 2:36 |
| 21 | Come Rain or Come Shine- producer:
- Norman Granz
- alto saxophone:
- Bill Graham (on 1956-05-01)
- bass:
- Eddie Jones (on 1956-05-01)
- drums (drum set):
- Sonny Payne (on 1956-05-01)
- guitar:
- Freddie Green (on 1956-05-01)
- piano:
- Count Basie (on 1956-05-01)
- reeds:
- Charlie Fowlkes (on 1956-05-01), Frank Foster (on 1956-05-01) and Marshall Royal (on 1956-05-01)
- trombone:
- Henry Coker (on 1956-05-01), Bill Hughes (on 1956-05-01) and Benny Powell (on 1956-05-01)
- trumpet:
- Wendell Culley (on 1956-05-01), Reunald Jones (on 1956-05-01), Thad Jones (on 1956-05-01) and Joe Newman (on 1956-05-01)
- woodwind:
- Frank Wess (on 1956-05-01)
- vocals:
- Joe Williams (on 1956-05-01)
- conductor:
- Buddy Bregman (on 1956-05-01)
- arranger:
- Buddy Bregman
- recorded at:
- Capitol Studios in Hollywood, Los Angeles, California, United States (on 1956-05-01)
- recording of:
- Come Rain or Come Shine (on 1956-05-01)
- lyricist:
- Johnny Mercer (in 1946)
- composer:
- Harold Arlen (in 1946)
- publisher:
- Chappell & Co., Chappell & Co., Inc. , S.A. Music Co. and Warner/Chappell Music Scandinavia AB
| Count Basie and His Orchestra | | 4:02 |
| 22 | I Can't Believe That You're in Love With Me | Count Basie and His Orchestra | | 2:41 |
| 23 | Thou Swell | Count Basie and His Orchestra | | 2:23 |