1. "When I Fall In Love"
2. "Skylark"
3. "It Never Entered My Mind"
4. "Mean To Me"
5. "When Your Lover Has Gone"
6. "I'm A Fool To Want You"
7. "You Took Advantage Of Me"
8. "Sophisticated Lady"
9. "Can't We Be Friends?"
10. "My Old Flame"
11. "Falling In Love Again"
12. "Lush Life"