| # | Title | Artist | Length |
|---|
| 1 | You're Driving Me Crazy (What Did I Do?) | Guy Lombardo & His Royal Canadians | 3:20 |
| 2 | Minnie the Moocher | Cab Calloway and His Orchestra | 3:12 |
| 3 | Dinah | Bing Crosby & The Mills Brothers | 2:50 |
| 4 | All of Me | Louis Armstrong | 3:04 |
| 5 | Night and Day- reeds:
- Jess Smith (on 1932-11-22) and Burt Williams (on 1932-11-22)
- trombone:
- Ernie Gibbs (on 1932-11-22)
- trumpet:
- Lew Sherwood (on 1932-11-22)
- violin:
- Lew Conrad (on 1932-11-22) and Sammy Schklar (on 1932-11-22)
- vocals:
- Fred Astaire (on 1932-11-22)
- orchestra:
- Leo Reisman and His Orchestra (on 1932-11-22)
- conductor:
- Leo Reisman (on 1932-11-22)
- recorded at:
- Victor Studio #1 in New York, New York, United States (on 1932-11-22)
- recording of:
- Night and Day (on 1932-11-22)
- lyricist and composer:
- Cole Porter (in 1932)
- publisher:
- Chappell & Co., Inc., Chappell Music Ltd., Warner Bros., Warner Bros. Music, Warner Bros., Inc., Warner Bros., Inc. (Warner Bros. Music Division), Warner/Chappell, WB Music Corp. (until 2019-05-28) and Harms, Inc. (on 1932-11-18)
- part of:
- Gay Divorce
| Fred Astaire | 3:28 |
| 6 | The Very Thought of You | Ray Noble and His Orchestra | 3:34 |
| 7 | Tiger Rag | The Mills Brothers | 1:46 |
| 8 | The Music Goes Round and Round | Tommy Dorsey and His Clambake Seven | 3:23 |
| 9 | Goody Goody- recorded in:
- Chicago, Illinois, United States (on 1936-01-24)
- alto saxophone:
- Bill Depew (on 1936-01-24), Toots Mondello (on 1936-01-24) and Hymie Shertzer (on 1936-01-24)
- bass and double bass:
- Harry Goodman (on 1936-01-24)
- clarinet:
- Benny Goodman (on 1936-01-24)
- drums (drum set):
- Gene Krupa (on 1936-01-24)
- guitar:
- George van Eps (on 1936-01-24) and Allan Reuss (on 1936-01-24)
- piano:
- Frank Froeba (on 1936-01-24) and Jess Stacy (on 1936-01-24)
- tenor saxophone:
- Dick Clark (on 1936-01-24) and Art Rollini (on 1936-01-24)
- trombone:
- Red Ballard (on 1936-01-24), Joe Harris (on 1936-01-24) and Jack Lacey (on 1936-01-24)
- trumpet:
- Pee Wee Erwin (on 1936-01-24), Harry Geller (on 1936-01-24), Nate Kazebier (on 1936-01-24) and Ralph Muzzillo (on 1936-01-24)
- vocals:
- Helen Ward (on 1936-01-24)
- arranger:
- William Henri Woode
- recording of:
- Goody Goody (on 1936-01-24)
- lyricist:
- Johnny Mercer
- composer:
- Matty Malneck
- publisher:
- Chappell & Co., Inc., Malneck Music, The Johnny Mercer Foundation, WB Music Corp., 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
| Benny Goodman and His Orchestra | 2:30 |
| 10 | It's a Sin to Tell a Lie | Fats Waller and His Rhythm | 2:58 |
| 11 | A Fine Romance | Fred Astaire | 2:54 |
| 12 | Marie | Tommy Dorsey & His Orchestra | 3:21 |
| 13 | Sweet Leilani | Bing Crosby | 3:14 |
| 14 | Carelessly | Billie Holiday | 3:09 |
| 15 | Bei Mir Bist Du Schön | The Andrews Sisters | 3:09 |
| 16 | Don't Be That Way | Benny Goodman and His Orchestra | 3:21 |
| 17 | I Let a Song Go Out of My Heart | Duke Ellington & His Orchestra | 3:06 |
| 18 | A-Tisket A-Tasket | Ella Fitzgerald | 2:40 |
| 19 | My Reverie | Larry Clinton & His Orchestra | 3:22 |
| 20 | Stairway to the Stars | Glenn Miller & His Orchestra | 2:52 |
| 21 | Begin the Beguine | Artie Shaw and His Orchestra | 3:15 |
| 22 | Two Sleepy People | Fats Waller and His Rhythm | 3:06 |
| 23 | You're Getting to Be a Habit With Me | Bing Crosby | 2:51 |
| 24 | Over the Rainbow- vocals:
- Judy Garland (on 1938-10-07)
- orchestra:
- MGM Orchestra (on 1938-10-07)
- conductor:
- Georgie Stoll (on 1938-10-07) and Herbert Stothart (on 1938-10-07)
- arranger:
- Herbert Stothart
- orchestrator:
- Murray Cutter
- recording of:
- Over the Rainbow (on 1938-10-07)
- lyricist:
- Yip Harburg (in 1938)
- composer:
- Harold Arlen (in 1938)
- premiered by:
- Judy Garland (in 1939)
- publisher:
- EMI Feist Catalog Inc., EMI Music, EMI Partnership Ltd., EMI United Partnership Ltd., J. Albert & Son Pty. Ltd., Leo Feist Music, Robbins Music Corp. Ltd., United Partnership Ltd. and Warner/Chappell
- sub-publisher:
- 香港商百代音樂股份有限公司台灣分公司, フジパシフィック音楽出版 SBK事業部 (until 2014-12-31), ヤマハミュージックパブリッシング (until 2017-03-31), フジパシフィックミュージック SBK事業部 (from 2015-01-01 to present) and 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 (from 2017-04-01 to present)
- part of:
- The 12th Academy Award for Best Original Song (number: 1) and Academy Award for Best Original Song (number: 1939 winner)
- part of:
- The Wizard of Oz
- part of:
- The Wizard of Oz
| Judy Garland | 2:48 |