1 It's Only A Paper Moon

2 Someone To Watch Over Me

3 Lady Be Good

4 Why Don't You Do Right

5 You Belong To Me

6 A Tisket - A Tasket

7 St. Louis Blues

8 Lester Leaps In

9 The Surrey With The Fringe On Top

10 My Heart Stood Still

11 The Continental

12 Oscar's Tune

13 The Man I Love

Bass - Ray Brown

Drums - J.C. Heard

Guitar - Barney Kessel

Producer - TCB Music SA

Producer - Raymond Colbert

Tenor Saxophone - Lester Young

Trumpet - Charlie Shavers

Vocals - Ella Fitzgerald