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Disc1
| 1 | Hurry on Down | Benny Waters | 3:54 |
| 2 | Up a Lazy River | Benny Waters | 8:11 |
| 3 | Topsy | Benny Waters | 4:08 |
| 4 | Blue Moon | Benny Waters | 4:31 |
| 5 | On the Sunny Side of the Street | Benny Waters | 4:12 |
| 6 | I'm Beginning to See the Light | Benny Waters | 5:15 |
| 7 | As Time Goes By | Benny Waters | 4:23 |
| 8 | Lady Be Good | Benny Waters | 7:11 |
| 9 | Autumn Leaves | Benny Waters | 7:16 |
| 10 | It Had to Be You | Benny Waters | 3:54 |
| 11 | Have You Met Miss Jones? | Benny Waters | 4:34 |
| 12 | Fuzzy Blues (take 1) | Benny Waters | 4:32 |