| # | Title | Artist | Length |
|---|
| 1 | Piccadilly | Fats Waller | 1:52 |
| 2 | Chelsea | Fats Waller | 3:09 |
| 3 | Soho | Fats Waller | 3:04 |
| 4 | Bond Street | Fats Waller | 3:00 |
| 5 | Limehouse | Fats Waller | 3:26 |
| 6 | Whitechapel | Fats Waller | 3:23 |
| 7 | Smoke Dreams of You | Fats Waller | 3:02 |
| 8 | You Can’t Have Your Cake and Eat It | Fats Waller | 3:23 |
| 9 | Honey Hush | Fats Waller and His Rhythm | 3:20 |
| 10 | I Used to Love You | Fats Waller and His Rhythm | 2:54 |
| 11 | Wait and See | Fats Waller and His Rhythm | 3:12 |
| 12 | You Meet the Nicest People in Your Dreams | Fats Waller and His Rhythm | 2:55 |
| 13 | Anita | Fats Waller and His Rhythm | 3:17 |
| 14 | What a Pretty Miss | Fats Waller and His Rhythm | 2:38 |
| 15 | Squeeze Me | Fats Waller and His Rhythm | 3:13 |
| 16 | Bless You | Fats Waller and His Rhythm | 3:22 |
| 17 | It’s the Tune That Counts | Fats Waller and His Rhythm | 3:08 |
| 18 | Abdullah | Fats Waller and His Rhythm | 3:01 |
| 19 | Who’ll Take My Place? | Fats Waller and His Rhythm | 2:58 |
| 20 | Bond Street | Fats Waller and His Rhythm | 3:18 |
| 21 | It’s You Who Taught It to Me | Fats Waller and His Rhythm | 2:45 |
| 22 | Suitcase Susie | Fats Waller and His Rhythm | 2:49 |
| 23 | Your Feet’s Too Big | Fats Waller and His Rhythm | 3:08 |
| 24 | You’re Lettin’ the Grass Grow Under Your Feet | Fats Waller and His Rhythm | 3:22 |
| 25 | Darktown Strutters’ Ball | Fats Waller and His Rhythm | 2:48 |
| 26 | I Can’t Give You Anything but Love- double bass:
- Cedric Wallace (on 1939-11-03)
- drums (drum set):
- Slick Jones (on 1939-11-03)
- guitar:
- John Smith (on 1939-11-03)
- piano:
- Fats Waller (on 1939-11-03)
- reeds:
- Eugene Sedric (on 1939-11-03)
- trumpet:
- John Hamilton (on 1939-11-03)
- vocals:
- Una Mae Carlisle (on 1939-11-03) and Fats Waller (on 1939-11-03)
- recording of:
- I Can’t Give You Anything but Love, Baby (on 1939-11-03)
- lyricist:
- Dorothy Fields
- composer:
- Jimmy McHugh
- publisher:
- Aldi Music Company, Cotton Club Publishing and EMI Mills Music Inc.
- sub-publisher:
- EMI Music Publishing Ltd., Shapiro Bernstein & Co. Ltd., 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, コンソーシアム音楽出版 C・F事業部 (until 2021-06-30) and ソニー・ミュージックパブリッシング CMP外国事業部 (from 2021-07-01 to present)
- cover recording of:
- I Can’t Give You Anything but Love, Baby
- lyricist:
- Dorothy Fields
- composer:
- Jimmy McHugh
- publisher:
- Aldi Music Company, Cotton Club Publishing and EMI Mills Music Inc.
- sub-publisher:
- EMI Music Publishing Ltd., Shapiro Bernstein & Co. Ltd., 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, コンソーシアム音楽出版 C・F事業部 (until 2021-06-30) and ソニー・ミュージックパブリッシング CMP外国事業部 (from 2021-07-01 to present)
| Fats Waller and His Rhythm with Una Mae Carlisle | 2:59 |
