Fallin' In Love With Love - Swing version of Rogers and Hart standard

Four Others - Jimmy Giuffre tune recorded by Howard Rumsey's Lighthouse All Stars

Too Close For Comfort - Features Dean Jennings on tenor sax

Relaxin - Jimmy Guinn for Al Belletto

Forty-Second Street - Shorty Rogers arrangement - dark and mysterious

Flight Of The Foo Birds / Would He - Fun romp arranged by Bob Eberhart

Godchild - From the "Birth of the Cool" album that started it all

Cheek to Cheek - Danceable - of, course

Out of Somewhere - Smooth ballad from Jimmy Giuffre and the Lighthouse All Stars

Coop De Graas - From Shorty Rogers - Cool and Crazy

Bernie's Tune - Extends the original Gerry Mulligan Quartet version into a rousing closer for the album - features everyone.