| # | Title | Rating | Length |
|---|
| 1 | All or Nothing at All | 3 | 3:00 |
| 2 | I'll Be Seeing You | | 3:08 |
| 3 | Shake Down the Stars | | 3:33 |
| 4 | Say It | | 3:26 |
| 5 | Fools Rush In | | 3:16 |
| 6 | Imagination | | 3:15 |
| 7 | East of the Sun | | 3:20 |
| 8 | I'll Never Smile Again- double bass:
- Sid Weiss (on 1940-05-23)
- drums (drum set):
- Buddy Rich (on 1940-05-23)
- guitar:
- Clark Yocum (on 1940-05-23)
- piano:
- Joe Bushkin (on 1940-05-23)
- saxophone:
- Don Lodice (on 1940-05-23), Paul Mason (on 1940-05-23), Johnny Mince (on 1940-05-23), Hymie Shertzer (on 1940-05-23) and Fred Stulce (on 1940-05-23)
- trombone:
- George Arus (on 1940-05-23), Les Jenkins (on 1940-05-23) and Lowell Martin (on 1940-05-23)
- trumpet:
- Bunny Berigan (on 1940-05-23), Jimmy Blake (on 1940-05-23), Leon Dubrow (on 1940-05-23) and Ray Linn (on 1940-05-23)
- lead vocals:
- Frank Sinatra (on 1940-05-23)
- orchestra:
- Tommy Dorsey and His Orchestra (on 1940-05-23)
- conductor:
- Tommy Dorsey (on 1940-05-23)
- arranger:
- Fred Stulce
- recorded at:
- RCA Studio 2 in New York, New York, United States (on 1940-05-23)
- recording of:
- I’ll Never Smile Again (on 1940-05-23)
- lyricist and composer:
- Ruth Lowe
- publisher:
- MCA Music , MCA Music Publishing , MCA, Inc. , Pickwick Music , Universal Music Corp. and Universal‐MCA Music Publishing
- sub-publisher:
- シンコーミュージック・エンタテイメント and ユニバーサル・ミュージック・パブリッシング Synch事業部
| 2 | 3:13 |
| 9 | Whispering- double bass:
- Sid Weiss (on 1940-06-13)
- drums (drum set):
- Buddy Rich (on 1940-06-13)
- guitar:
- Clark Yocum (on 1940-06-13)
- piano:
- Joe Bushkin (on 1940-06-13)
- saxophone:
- Don Lodice (on 1940-06-13), Paul Mason (on 1940-06-13), Johnny Mince (on 1940-06-13), Hymie Shertzer (on 1940-06-13) and Fred Stulce (on 1940-06-13)
- trumpet:
- Bunny Berigan (on 1940-06-13) and Jimmy Blake (on 1940-06-13)
- lead vocals:
- Frank Sinatra (on 1940-06-13)
- performer:
- The Pied Pipers
- arranger:
- Fred Stulce
- recorded at:
- RCA Studio 2 in New York, New York, United States (on 1940-06-13)
- recording of:
- Whispering (on 1940-06-13)
- lyricist:
- Richard Coburn (in 1920) and Malvin Schönberger (in 1920)
- composer:
- Vincent Rose (in 1920) and John Schoenberger (in 1920)
- publisher:
- EMI Miller Catalog, Inc., EMI United Partnership Ltd., Fisher Music Corp., Redwood Music Ltd. and Sherman, Clay & Co. (in 1920)
| | 2:58 |
| 10 | The One I Love Belongs to Someone Else | | 3:33 |
| 11 | Our Love Affair | | 3:03 |
| 12 | Oh Look at Me Now- bass:
- Sid Weiss (on 1941-01-06)
- drums (drum set):
- Buddy Rich (on 1941-01-06)
- guitar:
- Clark Yocum (on 1941-01-06)
- piano:
- Joe Bushkin (on 1941-01-06)
- saxophone:
- Don Lodice (on 1941-01-06), Paul Mason (on 1941-01-06), Johnny Mince (on 1941-01-06), Bill Shine (on 1941-01-06) and Fred Stulce (on 1941-01-06)
- trombone:
- George Arus (on 1941-01-06), Dave Jacobs (on 1941-01-06) and Les Jenkins (on 1941-01-06)
- trumpet:
- Bob Alexy (on 1941-01-06), Jimmy Blake (on 1941-01-06), Lee Castle (on 1941-01-06) and Ziggy Elman (on 1941-01-06)
- vocals:
- Connie Haines (on 1941-01-06), John Huddleston (on 1941-01-06), Chuck Lowry (on 1941-01-06), The Pied Pipers (on 1941-01-06), Jo Stafford (on 1941-01-06) and Clark Yocum (on 1941-01-06)
- conductor:
- Tommy Dorsey (on 1941-01-06)
- arranger:
- Sy Oliver
- recorded at:
- RCA Studio 2 in New York, New York, United States (on 1941-01-06)
- recording of:
- Oh! Look at Me Now (on 1941-01-06)
- lyricist:
- John DeVries (in 1941)
- composer:
- Joe Bushkin (in 1941)
- publisher:
- Campbell Connelly, Embassy Music Corporation and Hampshire House Publishing Corp.
| | 3:16 |
| 13 | It's Always You | | 3:16 |
| 14 | Dolores | | 2:57 |
| 15 | I Tried | | 3:18 |
| 16 | Without a Song- bass:
- Sid Weiss (on 1941-01-20)
- drums (drum set):
- Buddy Rich (on 1941-01-20)
- guitar:
- Clark Yocum (on 1941-01-20)
- piano:
- Joe Bushkin (on 1941-01-20)
- saxophone:
- Heinie Beau (on 1941-01-20), Don Lodice (on 1941-01-20), Paul Mason (on 1941-01-20), Johnny Mince (on 1941-01-20) and Fred Stulce (on 1941-01-20)
- trombone:
- George Arus (on 1941-01-20), Les Jenkins (on 1941-01-20) and Lowell Martin (on 1941-01-20)
- trumpet:
- Jimmy Blake (on 1941-01-20), Ziggy Elman (on 1941-01-20), Ray Linn (on 1941-01-20) and Chuck Peterson (on 1941-01-20)
- lead vocals:
- Frank Sinatra (on 1941-01-20)
- vocals:
- Frank Sinatra
- conductor:
- Tommy Dorsey (on 1941-01-20)
- arranger:
- Sy Oliver
- recorded at:
- RCA Studio 2 in New York, New York, United States (on 1941-01-20)
- cover recording of:
- Without a Song (on 1941-01-20)
- lyricist:
- Edward Eliscu and Billy Rose
- composer:
- Vincent Youmans
- publisher:
- Anne-Rachel Music Corp., CBS Miller Catalog, Inc., Chappell & Co., EMI Miller Catalog, Inc., Johnny Mathis Music, Inc., LSQ Music Co., Miller Music Corp., The Songwriters Guild and WB Music Corp.
- part of:
- Great Day!
| | 4:30 |
| 17 | Everything Happens to Me | | 3:12 |
| 18 | Somewhere a Voice Is Calling | | 3:08 |
| 19 | Just as Though You Were Here | | 3:14 |
| 20 | In the Blue of Evening | | 2:56 |
| 21 | Daybreak | | 3:15 |
| 22 | It Started All Over Again | | 2:55 |