| 1 | Skylark | Frank Chacksfield & His Orchestra | 3:40 |
| 2 | My Resistance Is Low | Frank Chacksfield & His Orchestra | 2:59 |
| 3 | The Nearness of You | Frank Chacksfield & His Orchestra | 4:34 |
| 4 | Ole Buttermilk Sky | Frank Chacksfield & His Orchestra | 2:41 |
| 5 | Georgia on My Mind | Frank Chacksfield & His Orchestra | 2:56 |
| 6 | The Old Music Master | Frank Chacksfield & His Orchestra | 2:10 |
| 7 | Two Sleepy People | Frank Chacksfield & His Orchestra | 4:00 |
| 8 | I Get Along Without You Very Well | Frank Chacksfield & His Orchestra | 3:28 |
| 9 | Lazy Bones | Frank Chacksfield & His Orchestra | 3:30 |
| 10 | Stardust | Frank Chacksfield & His Orchestra | 3:24 |