| 1. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Sometimes I'm Happy |
| 2. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Hurry on Down |
| 3. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Sugar |
| 4. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Summertime |
| 5. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Lover Come Back to Me |
| 6. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - A Little at a Time |
| 7. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - There will never be another you |
| 8. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Jimmy's blues |
| 9. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Honeysuckle rose |
| 10. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - My baby upsets me |
| 11. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - The comeback |
| 12. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Georgia Rose |
| 13. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - Roll'em Pete |
| 14. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - I'd rather drink muddy water |
| 15. Joe Williams With The Count Basie Orchestra Directed by Frank Foster - One O'clock jump |
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