| 1 | Then I'll Be Tired Of YouSoloist, Trumpet – Jack SheldonWritten-By – A. Schwartz, Harburg |
| 2 | Of Thee I SingSoloist, Trumpet – Jack SheldonWritten-By – I. Gershwin - G. Gershwin |
| 3 | Agogically SoSoloist, Alto Saxophone – Herb GellerSoloist, Trombone – Jack SheldonWritten-By – Clare Fisher |
| 4 | Love Locked OutSoloist, Trumpet – Jack SheldonWritten-By – Kester, R. Noble |
| 5 | Small FryWritten-By – Loesser, Carmichael |
| 6 | MayforthAlto Saxophone – Herb GellerSoloist, Tenor Saxophone – Bill PerkinsSoloist, Trombone – Bob EnevoldsenSoloist, Trumpet – Jack SheldonWritten-By – Clare Fisher |
| 7 | Lady In RedSoloist, Trumpet – Jack SheldonWritten-By – Wrubel, M. Dixon |
| 8 | Moon Faced, Starry-EyedSoloist, Baritone Saxophone – Bud ShankSoloist, Trumpet – Jack SheldonWritten-By – K. Weill, L. Hughes |
| 9 | Some Minor ChangesSoloist, Baritone Saxophone – Bud ShankSoloist, Trumpet – Jack SheldonWritten-By – Paich |
| 10 | Summer SketchSoloist, French Horn – Vince DeRosaWritten-By – Freeman |
| 11 | Something's ComingWritten-By – Bernstein, Sondheim |
| 12 | Fascinatin' RhythmAlto Saxophone – Herb GellerBaritone Saxophone, Soloist – Bud ShankTrumpet, Soloist – Jack SheldonWritten-By – I. Gershwin - G. Gershwin |