| 1 | When You're Smiling / The Lady Is a Tramp | The Rat Pack | 4:13 |
| 2 | I Left My Heart in San Francisco | The Rat Pack | 2:52 |
| 3 | I'm Gonna Sit Right Down and Write Myself a Letter | The Rat Pack | 1:40 |
| 4 | Volare / On an Evening in Roma | The Rat Pack | 2:25 |
| 5 | Goody Goody | The Rat Pack | 1:39 |
| 6 | Chicago (That Toddlin' Town) | The Rat Pack | 2:14 |
| 7 | When Your Lover Has Gone | The Rat Pack | 3:07 |
| 8 | Please Be Kind | The Rat Pack | 3:28 |
| 9 | You're Nobody 'til Somebody Loves You | The Rat Pack | 3:01 |
| 10 | What Kind of Fool Am I? | The Rat Pack | 3:11 |
| 11 | Out of This World | The Rat Pack | 4:23 |
| 12 | She's Funny That Way | The Rat Pack | 1:44 |
| 13 | Hey There | The Rat Pack | 1:45 |
| 14 | I Can't Give You Anything but Love | The Rat Pack | 1:03 |
| 15 | Too Marvelous for Words | The Rat Pack | 0:47 |
| 16 | Pennies From Heaven | The Rat Pack | 0:46 |
| 17 | A Foggy Day | The Rat Pack | 1:45 |
| 18 | Embraceable You | The Rat Pack | 2:04 |
| 19 | The Lady Is a Tramp | The Rat Pack | 1:42 |
| 20 | Where or When | The Rat Pack | 1:07 |
| 21 | The Birth of the Blues | The Rat Pack | 3:57 |
| 22 | Nancy | The Rat Pack | 3:58 |
| 23 | Me and My Shadow | The Rat Pack | 2:55 |
| 24 | Sam's Song | The Rat Pack | 4:04 |
| 25 | The Birth of the Blues (Closing) | The Rat Pack | 0:54 |