A0 Let's Dance (Theme)
Written-By – Baldridge*, Stone*, Bonime*
A1 Avalon
Written-By – Jolson*, DeSylva*, Rose*
A2 Baubles, Bangles, And Beads
Written-By – Forrest*, Wright*
A3 Oh, Lady Be Good
Written-By – Gershwin-Gershwin*
A4 A Handful Of Keys
Written-By – Waller*
A5 Night Waltz
Written-By – Sondheim*
A6 Fascinatin' Rhythm
Written-By – Gershwin-Gershwin*
B1 That's A Plenty
Written-By – Pollack*
Don't Be That Way / Stompin' At The Savoy Medley
B2.1 Don't Be That Way
Written-By – Goodman*, Sampson*, Parish*
B2.2 Stompin' At The Savoy
Written-By – Razaf*, Goodman*, Webb*, Sampson*
B3 After You've Gone
Written-By – Creamer*, Layton*
B4 Bei Mir Bist Du Schon
Written-By – Jacobs*, Cahn*, Chaplin*, Secunda*
A1 Benny Goodman And His Orchestra– Air Mail Special
Alto Saxophone – Aaron Sachs, Bill Shine
Baritone Saxophone – Danny Bank
Bass [Unconfirmed] – Clyde Lombardi, Stan Stewart*
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Charlie Queener
Tenor Saxophone – Ray Beller, Stan Kosow
Trombone – Chauncey Welsh*, Eddie Aulino, Trummy Young
Trumpet – Al Cuozzo*, Frank LePinto*, Tony Faso, Vince Badale
Written-By – Goodman*, Christian*, Mundy*
2:45
A2 Benny Goodman Sextet– After You've Gone
Bass – Slam Stewart
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Teddy Wilson
Vibraphone – Red Norvo
Written-By – Creamer*, Layton*
3:40
A3 Benny Goodman And His Orchestra– Flying Home
Alto Saxophone – Aaron Sachs, Bill Shine
Baritone Saxophone – Danny Bank
Bass [Unconfirmed] – Clyde Lombardi, Stan Stewart*
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Charlie Queener
Tenor Saxophone – Ray Beller, Stan Kosow
Trombone – Chauncey Welsh*, Eddie Aulino, Trummy Young
Trumpet – Al Cuozzo*, Frank LePinto*, Tony Faso, Vince Badale
Written-By – Goodman*, Hampton*
2:20
A4 Benny Goodman Sextet– Slipped Disc
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Vibraphone – Red Norvo
Written-By – Goodman*
3:45
A5 Benny Goodman And His Orchestra– Clarinade
Alto Saxophone – Aaron Sachs, Bill Shine
Baritone Saxophone – Danny Bank
Bass [Unconfirmed] – Clyde Lombardi, Stan Stewart*
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Charlie Queener
Tenor Saxophone – Ray Beller, Stan Kosow
Trombone – Chauncey Welsh*, Eddie Aulino, Trummy Young
Trumpet – Al Cuozzo*, Frank LePinto*, Tony Faso, Vince Badale
Written-By – Mel Powell
2:50
A6 Benny Goodman Sextet– Oomph Fah Fah
Bass – Slam Stewart
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Teddy Wilson
Vibraphone – Red Norvo
Written-By – Ellis Larkins
2:45
A7 Benny Goodman And His Orchestra– Clarinet A La King
Alto Saxophone – Bill Shine, Gerry Sanfino*
Baritone Saxophone – Danny Bank
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Tenor Saxophone – Stan Getz
Tenor Saxophone [Unconfirmed] – Emmet Carl*, Peanuts Hucko
Trombone – Chauncey Welsh*, Dick LeFave*, Kai Winding
Trumpet – Bernie Privin, Conrad Gozzo, John Best
Trumpet [Unconfirmed] – Billy Butterfield, Tony Faso
Written-By – E Sauter*
5:15
B1 Benny Goodman And His Orchestra– It's Only A Paper Moon
Arranged By – E Sauter*
Written-By [Uncredited] – E.Y. Harburg, Harold Arlen
2:40
B2 Benny Goodman And His Orchestra– Rachel's Dream
Alto Saxophone – Aaron Sachs, Bill Shine
Baritone Saxophone – Danny Bank
Bass [Unconfirmed] – Clyde Lombardi, Stan Stewart*
Clarinet – Benny Goodman
Drums – Morey Feld
Guitar – Mike Bryan
Piano – Charlie Queener
Tenor Saxophone – Ray Beller, Stan Kosow
Trombone – Chauncey Welsh*, Eddie Aulino, Trummy Young
Trumpet – Al Cuozzo*, Frank LePinto*, Tony Faso, Vince Badale
Written-By – Goodman*
3:10
B3 Benny Goodman And His Orchestra– Something New
Written-By – Gamse*, Menandez*
3:25
B4 Benny Goodman Sextet– Tiger Rag
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Vibraphone – Red Norvo
Written-By – Edwards*, DeCosta*, Shields*, La Rocca*, Sbarbaro*
Written-By [Uncredited] – Henry Ragas
3:00
B5 Benny Goodman And His Orchestra– Rattle And Roll
Alto Saxophone – Bill Shine, Gerry Sanfino*
Baritone Saxophone – Danny Bank
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Tenor Saxophone – Stan Getz
Tenor Saxophone [Unconfirmed] – Emmet Carl*, Peanuts Hucko
Trombone – Chauncey Welsh*, Dick LeFave*, Kai Winding
Trumpet – Bernie Privin, Conrad Gozzo, John Best
Trumpet [Unconfirmed] – Billy Butterfield, Tony Faso
Written-By – Goodman*, Clayton*, Basie*
3:15
B6 Benny Goodman Sextet– Rose Room
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Vibraphone – Johnny White (6)
Written-By – Hickman*, Williams*
3:45
B7 Benny Goodman And His Orchestra– King Porter Stomp
Alto Saxophone – Bill Shine, Gerry Sanfino*
Baritone Saxophone – Danny Bank
Bass – Barney Spieler
Clarinet – Benny Goodman
Drums – Dave Tough
Guitar – Mike Bryan
Piano – Mel Powell
Tenor Saxophone – Stan Getz
Tenor Saxophone [Unconfirmed] – Emmet Carl*, Peanuts Hucko
Trombone – Chauncey Welsh*, Dick LeFave*, Kai Winding
Trumpet – Bernie Privin, Conrad Gozzo, John Best
Trumpet [Unconfirmed] – Billy Butterfield, Tony Faso
Written-By – F Morton*
3:35