| Title | Artist | Time | ||
|---|---|---|---|---|
| 1 | The Nearness of You | Frank Morgan | 7:51 | |
| 2 | Last Night When We Were Young | Frank Morgan | 5:05 | |
| 3 | What Is This Thing Called Love | Frank Morgan | 5:51 | |
| 4 | Skylark | Frank Morgan | 4:49 | |
| 5 | Once I Loved | Frank Morgan | 7:47 | |
| 6 | I Can't Get Started With You | Frank Morgan | 4:58 | |
| 7 | It's Only a Paper Moon | Frank Morgan | 4:31 | |
| 8 | My One and Only Love | Frank Morgan | 5:32 | |
| 9 | Someday My Prince Will Come | Frank Morgan | 4:45 | |
| 10 | All the Things You Are | Frank Morgan | 5:09 | |
| 11 | Don't Blame Me | Frank Morgan | 6:29 |
