| 1 | If I Should Lose YouArranged By – Sam Nestico | 2:36 |
| 2 | The Best Of EverythingArranged By – Joe ParnelloSaxophone [Alto Solo] – Frank Wess | 2:45 |
| 3 | How Do You Keep The Music PlayingArranged By – Joe ParnelloPiano – Joe Parnello | 3:49 |
| 4 | Teach Me TonightArranged By – Torrie Zito | 3:44 |
| 5 | Until The Real Thing Comes AlongArranged By – Sam NesticoTrumpet [Muted Solo] – Joe Newman | 3:03 |
| 6 | It's All Right With MeArranged By – Sam NesticoGuitar [Solo] – George Benson | 2:39 |
| 7 | After You've GoneArranged By – Frank FosterVibraphone – Lionel Hampton | 3:15 |
| 8 | L.A. Is My LadyArranged By – Dave Matthews , Jerry Hey, Quincy Jones, Torry ZitoElectric Piano [Solo] – Bob JamesGuitar [Solo Fills] – George BensonPercussion [Intro] – Ralph MacDonald | 3:12 |
| 9 | A Hundred Years From TodayArranged By – Sam NesticoTrombone [Solo] – Urbie Green | 3:04 |
| 10 | Mack The KnifeArranged By – Frank FosterBass ["grunt" Solo] – Major "Mule" HolleyGuitar [Solo] – George BensonTrombone [Solo] – Urbie GreenTrumpet [Muted Solo] – Joe NewmanVibraphone – Lionel Hampton | 4:50 |
| 11 | Stormy WeatherArranged By – Sam NesticoGuitar [Solo] – Lee Ritenour | 3:38 |